Doctor Who: Adventures with Twilight Sparkle
by kickass222urmom
Summary: The Doctor always travels with a companion, usually a human. But when he appears on a world that he has no prior knowledge of, he picks up a new companion. One that is not human, but a pony named Twilight Sparkle. Now that the Doctor has a new companion, what crazy adventures will they encounter in space and time? Note: The Doctor in this story is the humanoid version.
1. Meeting Twilight Sparkle

**This chapter sets up the rest of the story. Each chapter after this will be taking place on different worlds and universes, and won't be following the usual trend for this kind of story.**

Chapter one

"Ah, this is strange. Very very strange," the Doctor mumbled as he looked over the controls and monitors of the Tardis in confusion. "Very strange indeed..."

The Doctor had set the Tardis to arrive in London, 2028, but instead, it seems that he had arrived in a "Unknown location". According to the Tardis that is. But it has been known to misinterpret data at times.

He looked away from the controls and towards the door that lead to the outside. "What's out there?"

Then, with a smile, he walked around the controls, plucked his overcoat off of the coat rack, and said in a cheerful voice, "Well, only one way to find out." He walked over to the door and pushed it open.

The scene that greeted him was something he had not expected.

"Well, isn't this peculiar?"

ooo000(^)000ooo

"And this is why I sleep in on the weekends," Spike grumbled as he stood over the huge mess of books left by Twilight the previous night.

He bent down and began to pick up the books one by one. "You'd think with her being a unicorn and all, she'd do this herself in five seconds..."

"And where would that leave you, Spike?" Twilight said from behind him in a smug tone.

Spike turned around and smiled sheepishly. "Noted..."

Twilight chuckled and walked across the room to her work table, which was covered in books and scrolls. She looked over it, picking up a few things with her magic. "Hey, Spike?"

"Yeah, Twilight?" Spike responded, still placing the books back on their correct shelf.

"Where's my quill?"

Spike stopped what he was doing and scratched the back of his head, "I don't know, Twi. I just bought a whole weeks worth two days ago."

Twilight rubbed her chin, deep in thought, "And how many did you buy exactly?"

Spike thought for a second, using his claws to count. "Fifteen... no, I told him that wouldn't do... Seventeen? No, I dropped one on the way here... Ah, sixteen! I think."

Twilight nodded and began to do her own math, "Alright... I used two that morning, broke three by accident that same day, and stayed up that night doing research. I think I used five that night. And the other day I used two making a few list, and I think I used three last night. Meaning, I should have one left."

Spike shrugged, "Well I don't know where it is..."

Twilight sighed and looked at her number one assistant, "Spike, could you run to the store and buy a few more?"

Spike gave a reluctant nod and began to walk out of the library, while mumbling under his breath, "I saw that one coming..."

After he had left, Twilight turned back to her desk and began to organize the objects that lay on it.

Once done with that, she turned back to see that the library was still a disaster. Only a small number of the books had been put back while the rest still littered the hardwood floor.

"... I think I need to hold it down on midnight studying," she said with a small giggle.

As she started to walk for the stairs, a loud, strange noise rang out. It was like a cyclic wheezing, groaning noise. Which was a strange type of noise to hear in a town such as Ponyville. The town didn't actually have any factories around or anything that could produce such a noise.

"Please don't be a plumbing issue..." Twilight muttered as she made her way into the kitchen, which is where the sound was coming from.

But, upon walking into the kitchen, she saw nothing out of the ordinary. As she turned to leave, she caught a glimpse of blue outside the window. Upon looking closer, she saw what looked to be a large, blue box of sorts.

"What the..." she began before sighing. "This better not be another of Pinkie's inventions..."

Then, slightly annoyed, Twilight trotted back through the main room and out the front door. As she made her way around back, she was deep in thought, trying to figure out what the object could be.

When she reached the strange blue object, she could see more details than she had seen from the kitchen.

The object that sat in front of her was about two times taller than her with small windows around the upper part. On top of the box was a single light, which is a odd place for a light bulb. A little under the roof part of the box was a small panel that had the words "POLICE BOX" and the words "PUBLIC CALL" in between the previous words.

"Police box?" Twilight questioned no one in particular as she continued to exam the strange box that somehow got in her backyard.

Before she could examine it any closer, the middle of the box slowly opened to reveal a large, clothed creature.

"Well, isn't this peculiar?" it said as it looked around. A second later, its eyes rested on Twilight, "Huh, a horse. No, too small to be a horse. Gah, what was that word the humans use for a smaller horse? Calf? No, that's a baby cow." The creature then shrugged, "No matter... but wait."

It then stepped out of the box and walked towards Twilight and bent down, examining her. "Strange, a unicorn. I haven't seen one of those in years, and this one's purple. No, more of a lavender color. And look at those eyes, they're huge!"

Twilight, slightly confused and shocked, gulped. "Uhh, who are you?"

The creature made a laughing sound and stood up. "And it talks! Brilliant! I've seen many things, but a talking unicorn? That's something I haven't expected to see!" It then looked around, a smile on its face. "Now, to figure out where I am and why the Tardis landed here."

"Excuse me," Twilight said in a small voice.

"Hmmm?" the creature said as it looked down at her again.

"You didn't answer my question," she said a little louder, gaining more confidence in talking to this new and strange creature.

"You asked a question? Interesting. Anywho, what do you want to know?" it asked as it bent down again to face her.

"Who are you?" Twilight asked in a slightly annoyed voice as she stood up straight.

"Me?" it asked as a smile spread across its face. "I'm the Doctor."

"Doctor who?" she asked as she cocked her head.

"Just the Doctor," the Doctor said in a cheery voice.

"Your name is the Doctor?" Twilight asked in a sarcastic voice. "That sounds like a name that you give someone you don't want to know."

"No, my name really is the Doctor," he said, still in a happy voice.

"Uh-huh," Twilight said in an unsure voice. "Okay then, what are you? I've never seen a creature like you before. And I've studied all the books on Equestrian species."

"Equestria?" he mumbled as he rubbed his chin, "I take it that's where I am, correct?"

"Eh, yes, where else would you be?" she said. "You're getting off topic. What are you?"

"Now how do I not know of this place? I've been all over the universe, to every planet. How did I miss this one?" he said as he began to pace in front of Twilight.

"If the Tardis brought me here, that means something is wrong. But what..." the Doctor then stopped pacing and looked at Twilight, "Tell me unicorn, is anything important about to happen? Anything special?"

"My name is Twilight Sparkle, not unicorn," Twilight said in an annoyed voice. "I'm not going to answer your question until you answer mine!"

"Ah, what was your question?" he asked.

"Gah!" Twilight gave the Doctor a hard stare before saying, "What are you?"

"No need to yell," he said with a chuckle. "I'm a Time Lord. The last Time Lord to be exact."

"A Time Lord? What's that?" she asked as she cocked an eyebrow at him.

The Doctor smiled and shook his finger at her, "Oh no, I already answered your question. Time for you to answer mine."

Twilight sighed before answering. "Why do you want to know?"

"Oh, no reason," he said as he put his hands in his pockets and rocked back and forth on his feet. "Just asking simple questions."

"Well," Twilight began, "Nothing important is going on. There was a royal wedding a few weeks ago, but nothing has happened since then. Besides a the pegasi messing up on the weather again a week ago..."

"Pegasi?" the Doctor said to himself, tapping his chin. "Interesting, very interesting. Winged horses, with the ability to fly. Marvelous!" He then looked at Twilight, "Tell me, Mrs. Sparkle, what types of horses are there in this world?"

Twilight raised an eyebrow, "We're ponies, Doctor."

"Ponies, of course!" he said, slapping himself in the head. "I should have known that a smaller version of a horse is a pony! How'd I miss that?"

"You're getting off topic again..." Twilight stated as she let out another sigh.

The Doctor stopped his ranting and chuckled. "Sorry about that. Would you mind answering my question?"

Twilight shrugged before saying, "Well, there's a few types of ponies in Equestria. There's the Earth ponies, who work the land. There's the unicorns, who usually help the Earth ponies. And there's the pegasi, who keep control of the weather. Outside of Equestria are many different types of races, like..."

"Wait, this planet isn't called Equestria?" the Doctor said as he looked around again.

"Uh, no, the planet is called..." Twilight began before being interrupted.

"No matter, I'll figure it out later. Back to my previous question. Has anything strange been happening? Anything at all?"

Twilight thought for a second before shaking her head. "No, nothing I can think of. Its been a normal day so far. Well, one of my quill's went missing and..."

"Ah, a missing quill. A mystery," he said in a happy voice. "Show me where you lost it."

"Doctor, I don't really think I need help finding it. My assistant Spike has already went out to buy another one."

The Doctor walked past her and said in a cheerful voice, "Come on, Mrs. Sparkle, we got a quill to find!"

Twilight watched the Doctor walk away before letting out a heavy sigh and hanging her head. "I deal with Pinkie Pie on a daily basis, and now this guy? I don't know how much more I can take!"

ooo000(^)000ooo

The Doctor walked into the large house, which was built into a tree, and looked around.

"A library?" he said a loud. "Is this your home, or place of work?"

"Both," the lavender unicorn known as Twilight Sparkle answered from behind him.

"Interesting. Do you live alone?" he asked, curious.

"Why would you want to know that?" Twilight asked, a touch of mistrust in her voice.

The Doctor shrugged and began to walk around the room, "Oh, no reason. Just curious."

"Uh-huh," Twilight said, still by the door that lead outside.

"So, where did you last see this quill of yours?" he asked as he stopped his walking and looked at her.

"Umm, on my desk," she answered in a bored voice.

"Ah yes, the desk," the Doctor said as he began to step over the books that lay on the ground.

When he reached the desk, he began to look over it, picking up and examining each object that lay on it. Once he finished that, he suddenly threw everything on the desk to the floor.

"What are you doing?" Twilight yelled as she walked towards him, "I just reorganized all that!"

The Doctor held up his hand and used the other to pull out his Sonic Screwdriver. "Sorry, I just need to check something."

He then used the Sonic Screwdriver to scan the desk. He started at the middle, then on each corner. When that showed no results, he checked under the desk. Still nothing.

"Huh, strange. Nothing has touched this desk except for a pony and a... dragon? Well that's a strange result."

"Uhhh, sorry. I forgot to mention that there are also dragons in Equestria," Twilight said in a sheepish tone.

"Dragons?" the doctor said with a sly smile, "Now isn't that lovely. Haven't seen a dragon in a while."

He then turned his attention back to the desk. "Now, what could have taken your quill?"

"Doctor..." Twilight started to say, but the Doctor continued to talk.

"The Tardis must have had a reason to send me to this world and to this spot. So that means something is about to happen that will require me being here. But what? Does it have anything to do with this missing quill? If so, how?"

"Doctor..."

"I know I've heard of something before that steals objects that will be missed, but what was it? Imp? Fairy? No, neither of those. Wait, what was it that the humans called those mythical creatures? I think it was..."

"Doctor!" Twilight yelled loud enough to break him from his rant.

"Oh sorry, Mrs. Sparkle. What is it?" he said in a calm, normal voice.

"Found it," she stated as she levitated the quill up in front of her.

The Doctor chuckled, "Two things. One, where was it? And how did I miss it?"

A smile broke across Twilight's face, "It was in that scroll, one of the ones you knocked off into the floor."

The Doctor looked at the scroll on the floor and shrugged, "Moving on to my next question. You have magic?"

She raised an eyebrow at his question, "Umm, of course. I thought you said you've seen unicorns before?"

He nodded, "I have, but the ones I've seen only have limited magic, which usually restricts them to talking telepathically. But you just levitated that quill, which makes me curious. How much magic are you unicorns able to use?"

Twilight thought for a second before answering, "Well, we have a unlimited access to it. Most unicorns can perform almost any spell with practice, but only the princesses can perform every spell."

"Fascinating. A race of unicorns that can use actual magic. And you said something about the princesses? They're unicorns also?"

She shook her head and smiled, clearly enjoying the chance to explain all this. "No, the princesses are alicorn's. The most powerful creatures known to date. The two of them have been the main rulers of Equestria for over a thousand years. Well, Princess Luna was banished to the moon for a thousand years, but her sentence ended a year or so ago."

"This world is simply amazing!" the Doctor exclaimed. "Banished to the moon? A one thousand year ruling? Does that mean the princesses are immortal?"

Twilight shook her head yes as a response.

"Brilliant! More immortals, there seems to be less and less of those now a days." He then looked at Twilight, "Are all unicorns immortal? Or just the two?"

"They're the only ones. The rest of the pony race is mortal," she answered.

"Ah, I see. That's too bad," the Doctor said with a frown. But a second later, his frown disappeared and was replaced by a smile. "Well, now that we found your quill..."

"It was never lost."

"... I think it's time for me to figure out the real reason I was sent here," he stated as he started walking for the door. "Back to the Tardis!"

As he walked past her, Twilight gave him a strange look, but, she still followed him out the door and back to the strange device outside.

ooo000(^)000ooo

When the Doctor reached the large box, he turned to her and smiled.

Twilight stopped a few hooves away from him and raised an eyebrow, "What?"

"Do you want to see the inside of the Tardis?" he asked in an excited voice.

"The inside?" Twilight asked as she looked it over again. "I don't think we can both fit in that small thing."

"Oh, we can," he answered with a large smile on his face and his hands behind his back.

Twilight shook her head, "I don't see how. It's virtually impossible for me and you to actually fit in that small thing." She furrowed her brows and asked, "And, what is that thing anyway?"

The Doctor smiled happily and cast his hand towards the blue box. "This is the Tardis, or the Time And Relative Dimension In Space. Meaning, it's my time machine slash ship."

"A time machine? Are you serious?" Twilight said in a unbelieving tone of voice.

"Yep, it's the way I get around. It may be an outdated model, but it gets me where I need to go." Then, under his breath, he added, "Most of the time."

"Yeah, I don't believe you. That thing is to small and simple to be a time machine."

"Oh, it's bigger on the inside. Much bigger," the Doctor said with a smile.

"That's impossible also. A box that size can not be much bigger than what the exterior shows. The interior will be the same size as the exterior, no exceptions," Twilight said, a triumphant smile on her face.

"Ah, you're one smart unicorn. I'll give you that," he said before a smirk spread across his face, "But I promise you, the inside is larger than what is shown now."

"Prove it," Twilight challenged, a smirk on her face.

The Doctor gave a smile as he turned and unlocked the Tardis's doors. He held it open a crack and turned to Twilight, "Go ahead, walk on in."

Twilight continued to smirk was she walked up to the door and pushed it open, "See, same size as the..." she trailed off as the door swung open to reveal a large room filled with walkways and a large machine in the middle.

The Doctor smiled as he reached down and pushed her jaw back up. "Believe me now?"

He then walked into the Tardis and made his way up to the large machine in the middle, leaving Twilight to gawk at the sight before her.

"But... how?" she asked, completely shocked by the room before her. "This is impossible!"

She backed out of the Tardis and ran around it a few times, trying to figure out how the size of the interior was possible.

After a few rounds around the machine, she gave up on trying to figure it out and trotted back inside.

"Tell me," she commanded, giving the Doctor, who was still looking over the panels on the machine, a hard stare.

"Tell you what?" he asked in a smug tone. "Tell you how this is possible?"

"Yes!"

The Doctor looked away from the controls, a smug smile on his face. "It's the ship's chameleon circuit, it is responsible for changing the outside appearance of the ship in order to fit in with its environment."

"But, why is it a blue box?" Twilight asked, still looking around the room.

"Well," the Doctor began, scratching the back of his head, "The chameleon circuit on this Tardis is kinda broken."

"How'd that happen?"

"Eh, I found it that way when I borrowed it," he said as he quickly began to look over the controls again.

"What do you mean? Did you steal it from somewhere?" she asked as she cocked her head.

The Doctor didn't answer her, instead, he typed a few commands into the console and looked at the screen above him.

"That's strange," he stated in a low voice.

"What's strange?" Twilight asked as she slowly began to walk towards the Doctor and the large machine in the center of the room.

"There's no alien technology anywhere on this planet, and there seems to be nothing out of the ordinary." He patted the control panel and sighed, "Why did you bring me here?"

Twilight gave him a strange look. "Are you actually talking to the ship?"

He looked up at her and smiled again, "Yes. Why? Is it strange?"

Twilight nodded.

"Am I strange?"

Twilight nodded again and said, "You're more than strange."

The Doctor let out a laugh and put his hands on the railing behind him. "Ah, I just love first impressions. Don't you?"

Twilight raised an eyebrow and shrugged.

The Doctor looked up at the ceiling for a few seconds before looking back at her, a large grin on his face, "Tell me, do you like astronomy?"

Twilight gave him a strange look, "Yeah, why are you asking?"

"Have you ever wanted to visit those stars?" he asked, his grin growing larger.

Twilight shook her head, "No, stars are made of hot gas, which would kill me if I got near one."

The Doctor's grin changed to a frown. "Mood killer." But, it slowly returned, "No, I mean the planets. Have you ever wanted to visit distant planets?"

Twilight shrugged before answering, "Sure, I guess. I've never really thought about it before."

"Well, would you like to see them?" he asked, excitement in his voice.

"What?" Twilight asked, confusion clear in her voice.

"Do you want to come with me and see the universe?"

Twilight gave him a strange look, but shook her head no.

The Doctor's mood changed from happy to disappointed, but he kept his voice cheerful. "Oh come on. It's the universe. We could go anywhere, no limits."

Twilight began to walk backwards towards the doors. "I'm sorry, but I can't just leave my friends and family behind just to travel."

The Doctor clapped his hands and smiled brightly, "Did someone forget this is a time machine?"

Twilight stopped in her tracks and thought for a second.

"If you come with me, we could travel across time and space for years, and when I bring you back, it would be like you never left."

"So," Twilight began, "If I went with you to see the universe, I could still come back to this time?"

"Exactly, that's the wonders of having a Tardis," he exclaimed.

"But," Twilight started, a worried look on her face, "How will I know that I can trust you? What if when I come back, its been years and all my friends think I abandoned them?"

"That you do not have to worry about. A while back I had a companion who I would regularly take back to her own time to see her family. And Rose never..." The Doctor suddenly choked up on his words, a sad look crossed his face.

"Doctor? Are you alright?" Twilight asked in concern.

The Doctor blinked a few times before looking at her, "I'm fine. Just old memories." He took a deep breath and slowly began to smile again. "As I was saying, you don't have to worry about your friends missing you. They won't even know you're gone. Promise."

"Are you sure?" Twilight asked, actually thinking about taking him up on his offer.

"Most positive," he said in a smart tone of voice.

Twilight smiled and looked around once more. "If I go with you, I'll be able to see things that no one else has seen, right?"

"Correct," he answered, his smile growing larger.

"And I'll be able to study it all, right? Take notes?"

The Doctor gave a nod, "Sure, I don't see why not."

Twilight tapped her chin and smiled, "Alright, I'll come with you. Just let me go back and get some supplies..."

"No need, the Tardis has everything you need to study the universe. Notebooks, quills, everything."

"Really?" Twilight asked, "It has everything a pony like me needs?"

"Yep!"

"How would you know that? I may need a few other things," she said, a sly smile on her face.

"I don't know it, but you just confirmed to me that you don't need anything else," he said as he turned to the controls and began to mess with them.

"What do you mean? I didn't say anything," she said in confusion.

He looked over at her for a second and said, "It was the way you smiled." He then turned his attention back to the consoles.

"He's good," Twilight said to herself in a low voice.

"The best," the Doctor said as he pulled a lever.

Twilight shook her head and started to say something, but the doctor cut her off.

"Where would you like to go?"

"Uhhh, we can go anywhere? Right?" Twilight asked, deep in thought.

"Anywhere the Tardis will take us. Which is everywhere by the way," the Doctor said, his hands hovering over the control panels.

"Okay, I guess for a start, you could take me to..." She tapped her chin for a few seconds before shrugging. "How about you chose a place to go."

"What? Can't think of anywhere to go?" he asked as he let out a small chuckle.

"Hey, I need time to think of a place to go! I can't just come up with a place all of a sudden!" she said, stomping her hoof on the metal floor to empathise her point.

"Well, someone forgot breakfast this morning," the Doctor teased. "Now then, I can think of three places to go. Would you like to go to a random planet? Or to your future? Or my personal favorite, a planet called Earth?"

Twilight thought for a second. "Uhhh, I guess a random planet. I don't really care at this point."

"Excellent! The possibilities of where to go have been expanded!" the Doctor exclaimed as he began to pull levers and press buttons on the machine. "Allons-y!"

Twilight started at him, "You're mad, aren't you?"

The Doctor looked up and smiled mischievously, "Oh you know it!"

"And now I'm regretting this choice," Twilight said as she rubbed her face with her hoof.

The Doctor punched in the last command and grabbed hold of a large lever. He looked over at her and grinned, "Next stop, the planet Florana. I think you'll enjoy this one."

"Wait, let me go back to my house so I can make a quick list. This way, we can keep track of all the planets we visit and stay on track..."

"Allons-y!" the Doctor quickly pulled the lever, which closed the doors and caused the Tardis to emit that strangesound again.

Twilight glared at the Doctor, to which the Doctor merely gave her a large smile.

Twilight let out a sigh and rubbed her face, "What have I gotten myself into?"


	2. Blackout Illusion

**This is a simple adventure, just to see how well I'll be able to do this story. So yes, the problem in this chapter will be fixed very quickly. If you dislike this, don't worry, this is the only time a chapter like this will happen. The rest from now on will be full length and take much longer to fix the main problem.**

**Also, the next chapter will have a creature in it that everyone loves. For a hint, the next creature is one of the most dangerous things in the universe, or so says the Eleventh Doctor.**

Chapter two

The Doctor pulled a final lever before turning to face Twilight, who was still rubbing her face.

"Mrs. Sparkle, I would like to introduce you to the planet Florana. One of the most beautiful planets in the universe!" the Doctor exclaimed in an excited voice.

Twilight looked up with a confused look on her face. "Huh? But we haven't even moved yet?"

"Oh, we have," he stated with a smug look on his face.

"But, we haven't moved. Therefore, we couldn't be there and would be the same exact spot as before," Twilight said, a victorious smile on her face.

"Well aren't you a smart little bugger," the Doctor said with a chuckle. "Okay then, Mrs. Smarty Pants. Open the door."

Twilight smiled slyly and trotted towards the door. When she reached it, she gave it a hard shove, causing it to fly open.

She started to opened her mouth to prove her point, but the sight before her caused her jaw to fall and her mind go blank.

"Beautiful, isn't it?" the Doctor shouted from the center of the room.

"W-We're," Twilight stammered, "We're in a desert?"

"Desert?" the Doctor said in confusion as he rushed to stand beside her in the doorway.

"This isn't right. There's no barren deserts on Florana, everything is supposed to be green and thriving!" The Doctor turned around and quickly made his way back to the controls.

Twilight blinked a few times and turned around to see the Doctor looking at the Tardis's screens with a confused look on his face.

"Doctor?" she asked in a worried tone.

He ran his hand through his hair and looked at her, "Scratch what I said earlier. Welcome to the planet Freton."

"Freton?" Twilight said to herself. "What's that place?"

"Well," the Doctor began, adjusting his overcoat, "It's mostly a desert planet, but that's only in the south. The northern part of the planet is mostly mountainous with the occasional ocean."

"That's kind of a simple layout," Twilight said, tapping her chin.

"Planets don't have to be complicated. I know of a planet where it's nothing but water. Strange inhabitants though."

Twilight looked back at the open doors and furrowed her brow. "Is it safe to go out there?"

"Of course, why wouldn't it be?" the Doctor questioned, strolling over to the open doors.

"Well, there might be..." Twilight began, but when she noticed the Doctor had already left the ship, she let out an annoyed sigh and followed him.

When she stepped outside of the Tardis, she saw the Doctor standing a few feet away on a small hill, looking at something.

Twilight trotted through the sand until she was next to the Doctor. She looked up at him and cocked her head, "What is it, Doctor?"

"That town," the Doctor said, motioned downward with his head, "There's no lights, even though it's night. Isn't that strange?"

Twilight looked to where he had motioned and raised an eyebrow. The town in question was indeed pitch black, and looked sinister in the moonlight.

"So?" she questioned, trying to figure out why the Doctor thought this was strange.

"So?" the Doctor mimicked, looking down at her. "So, that means we get to pay them a visit."

"Do we have too?" Twilight asked in a unsure voice.

Without giving a answer, the Doctor began to walk down the hill, whistling a joyful tone.

Twilight sighed and followed him down the hill.

ooo000(^)000ooo

"Where is everyone?" Twilight said aloud as she and the Doctor walked down a deserted street.

"Hmmm, strange. This is a well maintained town, but no inhabitants?" the Doctor mumbled as he kicked a can out of his way.

Twilight stepped over a small pile of ash and looked around, curious as to where the inhabitants were.

After a few seconds, she noticed that the Doctor was no longer next to her.

She looked around quickly, starting to panic. But when she turned around, she saw that he had stopped next to a lamp post and was examining.

She gritted her teeth and stomped towards him and said in a angry voice, "Don't do that!"

"Do what?" he questioned as he reached into his vest.

"Walk away from me without telling me you were! I thought something had happened to you!"

"I don't know why you would think that, you could have just turned around," he stated as he pulled out a strange device, like the one he had used on her desk.

She closed her eyes and let out a stressed sigh. When she opened them, she eyed the strange device, which he was pointing at the lamp.

"What is that thing?"

"This?" he said, holding up the device. "It's my Sonic Screwdriver."

"That's not a Screwdriver," she deadpanned.

"Yes it is," he said simply, a smile on his face.

"I'm not stupid, I think I know what a screwdriver is."

"Oh, but it is. There's no denying it," he stated, twirling the device in his fingers.

Twilight raised an eyebrow. "So, you're a time traveler who can have anything in the universe, and you chose a screwdriver that is nothing better than a mini-flashlight?"

"Exactly."

"And you're a Doctor? Do you even have your bachelor's degree? Did you even go to college? Now that I think about it, you don't seem like a Doctor! What are you the Doctor of? Did you..."

"Everything."

"What?" Twilight asked, suddenly losing the fury she had in her voice as confusion took over.

"I'm the Doctor of everything. Just name it, and I know everything about it."

Twilight gave him a hard glare.

"What is it? Do I have something in my teeth?" he asked, making a show of running his finger over his teeth.

Twilight closed her eyes and let out a few heavy breaths, trying to stay calm. When she opened them, she motioned towards the lamp post, "So, what are you even doing with your... screwdriver?"

The Doctor chuckled and pointed up at the lamp post, where the bulb would sit.

"Look at the bulb."

Twilight tilted her head back and looked up. "What bulb? It's just an empty socket."

"Actually," the Doctor began as he crouched down, "It's not empty. Look at this."

Twilight looked at what the Doctor was examining and raised an eyebrow, "Broken glass?"

"Percistly! This is the bulb that was originally in that lamp above us. Something must have broken it. But what?"

"A rock? Someone could have thrown a stone at it to..." Twilight began but was hushed by the Doctor.

"No, it wasn't anything physical. Look at the glass," he said as he held his Sonic Screwdriver above the glass, "It's slightly melted, which means something else must have broken it. Something that's not physical."

"Doctor," Twilight said with a sigh, "I don't actually see why any of this is necessary. It's just a broken lamp bulb. Nothing else. It doesn't mean anything."

"Oh, Mrs. Sparkle, you have so much to learn!" he said with a smile.

Twilight shook her head and glanced around once more. Suddenly, out of the corner of her eye, she saw something move. A dark figure.

"Doctor, I think I saw something," she said in a low voice, to which the Doctor immediately jumped to his feet.

"Where?"

"Over there," Twilight said as she pointed her hoof towards a small house off to the right.

The Doctor suddenly ran past her and towards the house to which she had pointed.

"Wait! Doctor! Don't just leave me!" she called out as she galloped after him.

ooo000(^)000ooo

The Doctor rounded the corner of the house just in time to see the back door slowly close.

As he started to run towards it, he heard Twilight call out his name.

With a sigh, he stopped and waited for her to catch up. And when she did, she had a angry look on hef face. But before she could scold him, he put a finger to her lips and motioned towards the door.

"What ever you saw just went through that door," he said in a hushed tone.

Twilight knocked his hand away from her face and looked at the door. "Are you sure?"

"Positive." The Doctor then walked over to the door and grasped the knob.

"We can't just walk in there!" Twilight said loudly as she ran to stand next to the Doctor.

The Doctor paused and looked at her, "And why not?"

"Uh," Twilight said, trying to think of a reason. "They might be armed?"

"So?"

"So? That means we could die!" she exclaimed loudly.

"Unlikely that's going to happen my dear," he said with a smile as he turned the knob. But, instead of turning, the knob stayed locked in place.

"See? It's locked, no way in! So let's move on, okay?" Twilight said as she turned to leave.

The Doctor smiled slyly as he held his Sonic Screwdriver on the knob, causing it to click as the tumblers were undone.

"Oh, Twilight, the doors open," he said in a high pitch voice as he pushed the door open to be greeted by darkness.

"Don't you dare go in there, Doctor!" Twilight commanded.

The Doctor continued to smile as he casually strolled into the house. He used his Sonic Screwdriver to illuminate the area around him, which helped him make his way down a hall and into what looked to be a living room of sorts.

He looked around the room, trying to figure out where the figure could have gone. But the dim light of his Sonic Screwdriver wasn't enough to cover the whole room.

"Who are you?" a voice from behind him asked.

The Doctor spun around to see a creature standing in a doorway. The creature was humanoid and looked like a human. But he could easily tell that this creature wasn't a real human, but a crossbreed of one. The results of interspecies mating between humans and alien races.

"I'm the Doctor," the Doctor said as he finished examining the creature.

"You're a doctor?" the creature said in surprise as it reached forward and grabbed the Doctor's wrist. "Please, you have to help her!"

"Help who?" the Doctor asked, concern in his voice.

"My wife!" the creature exclaimed in a panic.

The Doctor gave a quick nod, "Where is she?"

"This way, hurry!" the creature said quickly as it began to pull him down the hallway.

"Doctor?" Twilight asked from behind him as she finally came into the room.

As he was pulled down the hallway, the Doctor turned his head and said, "This way, Twilight."

After a few seconds, the creature turned to the right and into a room that held a single bed. On the bed lay another creature, this one clearly a female based on its breast that were visible under the blankets.

The Doctor walked to one side of the bed and began to look her over, "What happened?"

"That thing attacked her!" the other creature exclaimed loudly.

"What thing?" the Doctor asked, using his Sonic Screwdriver to scan the females body.

"I don't know! You can barely see it!"

"Then what does it look like?"

The creature groaned loudly before answering, "I guess smoke. I don't know, I only saw it for a second!"

The Doctor stopped his examining of the female and looked at the male creature in front of him. "Did you say smoke? As in, a cloud of floating smoke?"

"Yes!"

"Tell me, how did it attack your wife?" the Doctor asked, putting Sonic Screwdriver back in his vest.

"All I saw was electricity flew from the smoke and hit her in the arm. It did it to a few other Polon's, but for some reason they all turned to ash. Unlike my wife."

"What's a Polon?" Twilight asked from the doorway, probably just arriving at the room.

"His species name," the Doctor answered before he addressed the Polon in front of him. "The creature that you've described sounds like a Kajeat."

The creature looked up at the Doctor with a strange look on his face. "A Kajeat? What's that?"

The Doctor tapped his chin, gathering his thoughts. "A Kajeat is a creature of pure energy. They were known to travel the universe billions of years ago, but they were thought to have completely died out. The Kajeat feed on energy, which is how it's able to retain its form."

"But, Doctor," Twilight said as she trotted up beside him, "If they were suppose to have died out that long ago, how is this one even here?"

"I don't know," the Doctor answered simply.

"I thought you were suppose to know everything!" Twilight said, a hint of mockery in her voice.

The Doctor sighed and nodded in the dim light, "I do, but I can't know every little detail."

"And another thing," Twilight suddenly said, changing the subject, "Why are all the lights out?"

"Simple," the Doctor stated, "The Kajeat has already consumed all the energy in this area."

"Ummm, Doctor?" the creature in front of them said.

"Hmmm?"

"That... Kajeat thing just attacked ten minutes ago..."

The Doctor rubbed his chin, "That means it's still close."

"And what are we supposed to do about it?" Twilight asked, giving the Doctor a expectant look.

"We fix the problem of course!" the Doctor exclaimed loudly, patting Twilight on the back.

The creature in front of them cleared his throat, "What about my wife?"

"Oh her?" the Doctor said, "She'll be fine. Just some minor burns, nothing big. She's a lucky one, the Kajeat must have been running low on energy if it didn't kill her in one burst. Otherwise, she'd be a pile of ash right now."

Suddenly, Twilight let out a small, whining sound.

"Twilight? Are you alright?" the Doctor asked, looking at her in concern.

"You mean..." Twilight said in a low voice, "You mean those piles of ashes outside on the street are..."

"Yes," the Doctor said solemnly.

"Oh my..." Twilight said quietly, hanging her head.

The Doctor looked at the Polon in front of him and asked, "What's your name?"

"Calank."

"Interesting name. Nice to meet you, Calank," the Doctor said in a cheerful voice.

"As is it nice to meet you..."

"The Doctor," the Doctor finished for him.

"That's really your name?" Calank asked, sounding slightly confused.

"Uh-huh," Twilight said as she looked back up, "Don't worry, I'm still confused on it."

"I don't see why though," the Doctor said, looking between the two.

"Trust me, the name 'Doctor' is a strange name to have," Twilight said with a slight chuckle.

"Okay?" the Doctor said slowly, "Moving on. What are we going to do with this Kajeat? We can't touch them, or we'll die. We can't get too close, or we'll end up with the same results. Hmmmm, what to do, what to do?"

"It's made of energy right? Couldn't we just seal it in something?" Twilight said aloud.

The Doctor shook his head, "No, that wouldn't work. You can't trap a being of that much pure energy. You could, but we lack the technology and time to do it."

"Couldn't we just send it away?" Twilight poundered, still trying to think of a solution.

"We could, if we could get it on the Tardis and take it somewhere, but that would be a horrible idea."

Suddenly, a large smile played across Twilight's face. "Magic."

"What?" Both the Doctor and Calank said at the same time.

"That's right!" the Doctor said loudly, slapping his head. "How could I forget that you were a unicorn? With magic? I must be losing my touch or something!" After a second of calming himself, he continued, "If you are able to teleport it, we could send it somewhere else. But where could we send it? We can't just let it roam the universe, doing whatever it pleases."

As Twilight started to give her input, the Doctor jumped up in excitement.

"Calank! Do you have any rubber gloves and a enclosed glass tube?"

Calank gave him a strange look, but nodded, "I have the gloves, but no glass tube."

"Doctor, why do you need a glass tube?" Twilight asked, curiosity in her voice.

"Simple, a Kajeat may be pure energy, but it does have a weakness. Glass."

Twilight gave him a confused look, "I don't follow..."

"Thanks to their smoke form, they are unable to pass through glass. And if they're enclosed in glass, they'll be unable to use electricity to break out of the glass. It's so simple! Don't you see?"

"Not really, but I'll go with it..." Twilight said in a unsure voice.

"Calank, do you have two glass cups, or anything close to it?" the Doctor asked, holding the Sonic Screwdriver up to provide some light.

"I think, but they're not that big," Calank said as he scratched his elbow.

"Doesn't matter, a Kajeat can be almost any size. I think it'll fit."

"And," Twilight began, "How are we going to put it in the cups? And couldn't it just escape through the cracks of where the cups are connected?"

"Not if I use my Sonic Screwdriver on them!" he stated, holding up the device, which caused Twilight to exhale loudly. "As for how we'll get it in there. Magic, as you said. You can teleport it into it them. Couldn't you?"

Twilight gave a unsure nod. "I think I could, but I don't know if I'll be able to..."

"It's worth a try. Calank," the Doctor said, addressing the Polon, "Could you get those cups and gloves for me?"

"Sure," Calank said as he quickly made his way out of the room.

"Lastly, how are we going to even attract this thing?" Twilight questioned.

"Again, easy question. I just have to power the Sonic Screwdriver up, which will be easily noticed by the Kajeat, and it'll come to us. It's so easy!"

"I don't like this plan..." Twilight said in a worried tone.

"Do you trust me?" the Doctor asked all of a sudden.

Twilight looked at him and furrowed her brow, "I don't know, I haven't known you more than a few hours."

"Well, do you trust me from what has happened so far then?"

She shrugged, "I guess..."

"Then this plan will work perfectly. Promise."

A few seconds later, Calank returned with the needed objects. The Doctor pulled on the gloves and grabbed the two glass cups. He pushed the open parts together and quickly ran the Sonic Screwdriver over the cracks. Which in turn connected the two cups.

"How does it do that?" Twilight exclaimed, taking new interest in the Doctor's screwdriver.

"Tell you later," the Doctor said, giving her a cheeky smile.

Twilight gave him a brief glare before sighing. "Let's just get this over with..."

"Excellent!" the Doctor exclaimed as he began to leave the room, a smile on his face. "Allons-y!"

ooo000(^)000ooo

Twilight stood in the middle of the street, watching as the Doctor stood off to the side, working on his screwdriver.

After seeing what it could do, Twilight was curious as to how it actually worked. What power source does it use? Who made it? Where could she get one?

One of those would come in handy back home, seeing as so many things were broken. And if it can connect things, what else could it do?

As she stood there deep in thought, the Doctor finished his work on his Sonic Screwdriver and was currently charging it for their little trap.

"Now, Twilight, when the Kajeat gets here, stay calm and focus. Can you do that?"

Twilight gave him a confident nod and said, "Of course! I can focus easily, no matter what's going on around me!"

"Good," the Doctor said as he looked at the Sonic Screwdriver.

"We ready, Doctor?" Twilight asked.

"Almost." The Doctor tapped his foot as he waited for the charge to complete. After a few seconds, it made a buzzing noise, signaling that it was done.

"Ah, we're ready for action!"

"Ready?" Twilight asked, scuffing her hoof against the sand covered street.

"Oh, we're ready alright!" the Doctor stated as he pressed a button on the screwdriver and held it up. "Now we wait."

They looked around, looking for any sign of the Kajeat.

Twenty minutes went by and nothing. Just the sounds of night.

After another ten minutes, Twilight gave the Doctor a strange look.

His response to the stare was a shrug.

"Where is it? Shouldn't it have attacked or something?" Twilight questioned, clearly worried.

"I don't know... it should have appeared by now..."

Twilight let out a sigh and motioned to the house, "I think we should work on a new plan."

"Agreed," the Doctor responded as turned off the screwdriver and stood up.

The two slowly walked back to Calank's house and entered in through the front door.

Upon entering, they saw something strange and unexpected.

Calank was sitting in a chair, his wife standing behind the chair, and a dim lamp sat next to them.

"No luck, Doctor?" Calank said in a completely different voice. A more feminine voice.

"That voice..." the Doctor said in a whisper, not believing his ears.

"I guess my dear wife and I just imagined the whole thing," he said, tilting his head to the side and a creepy smile on his face.

"But, she was hurt!" Twilight said in confusion.

"She? Hurt? How can something that's not real be hurt?"

Suddenly, the female Polon behind him slowly began to fade away, as if she had never been there."

"You," the Doctor said harshly, "How did you escape? I made sure to lock you away centuries ago!"

"Oh, you did, and I never escaped. You can't keep a spirit locked away forever, Doctor. No matter the prison they're encased in."

"Then how are you here?" he shouted furiously.

Calank, or the thing that claimed to be him, shook its finger at the Doctor. "I'll never tell. That'll just be my little secret."

"Tell me where you are! Tell me now!" the Doctor yelled, taking a step towards the creature.

"In due time, Doctor. In the meantime, I have a body to create. Ta ta, Doctor."

"Don't you dare leave without answering my question!" the Doctor yelled pointing his Sonic Screwdriver at the creature. But, before he could do anything, the creature slowly faded away, leaving behind nothing but a chair and a lamp.

"Doctor?" Twilight asked after a few seconds.

The Doctor turned around and walked out the front door, followed by Twilight.

When she stepped outside, she saw nothing. As in, the town that they had entered was no longer there, just the desert. When Twilight turned to look at the house they had just left, she was shocked to see nothing but sand.

"Doctor?" Twilight yelled, fear in her voice. "What just happened? Where's the buildings?"

"They were never there," the Doctor deadpanned.

"What do you mean?"

He sighed and rubbed his face, "I can't believe I didn't notice any of it! I should have saw that all this was fake! The Sonic Screwdriver didn't even pick it up!"

"Doctor, who was that?" Twilight asked, fear still in her voice.

"That, I will have to show you at a later date," he said simply.

"But, what just happened?"

"An illusion, a very realistic illusion."

Twilight nodded, but asked, "But why did they do this? Why do an illusion that held no results for either side?"

"Simple," the Doctor said in a dry tone, "She's playing with us."

"She? It's a girl?"

The Doctor shook his head and began to walk forward, "I wouldn't call her a girl. I wouldn't call her any gender. She's a thing."

"How do you know her?" Twilight asked as she trotted after him.

"That is a long story, and I'd rather you wait till the time is right for me to tell you."

Twilight gave a reluctant nod, "Alright, I guess I can wait..."

They walked the rest of the way back to the Tardis in silence.

ooo000(^)000ooo

The Doctor closed the doors on the Tardis and turned to make his way up to the controls, but was stopped by Twilight standing in front of him.

"So, where to next?" she asked, excitement in her voice.

The Doctor smiled and walked around her, "I see you can shrug off things easily. That's good, very good."

Twilight smiled proudly and followed him up to the controls, "Nothing really bad happened and no one was hurt. And I learned of two new races! Oh, before we leave, can I please go write down a few things? I want to keep a log of all the species I meet and learn about!"

The Doctor chuckled and nodded. "Go ahead, we have all the time in the universe."

Twilight smiled happily and ran past him and down the stairs, which lead to the area he had put the office supplies.

Once she was gone, he turned back to the controls and put his hands on either side, deep in thought.

"How did she know about the Kajeat? And why did she use them in her illusion? More importantly, why would she reveal to me that she's still out there? She's planning something, but what?" He rubbed his face with one hand and sighed, "What ever it is, it won't be good. And if things go like last time... let's just hope that doesn't happen."

"Doctor? Who are you talking to?" Twilight called from below.

"Uhh, no one, just talking to myself," he responded.

"You're a very strange person, you know that?"

He smiled and let out a low chuckle and yelled, "You have no idea!"

He looked down at the controls smiling and said in a low voice, "You have no idea."


	3. Night at the Museum

Chapter three

"Doctor?" Twilight called out as she trotted back up the stairs to the main part of the Tardis, a notepad held in front of her. "Do you have any more notepads?"

The Doctor looked up at her from the controls, "What? Already went through all of them?"

Twilight smiled sheepishly and nodded, "Yeah, you only had five empty ones..."

"Well, I think one would have been enough to hold so little information. You didn't learn that much from our little adventure. Did you?"

"I tend to ramble in note taking," Twilight said, a small grin on her face.

"Ah, I see. Then I take it if you actually learn something, we'll need a library of notebooks."

"More than likely."

The Doctor chuckled and leaned back, a few thoughts running through his head.

"Say, do you like museums?"

A large smile spread across Twilight's face as she heard this. "I love museums! They always have something interesting in them! Plus they always provide a excellent place to learn about the old world and other important facts!"

The Doctor, also smiling, clapped his hands, "Fantastic! How would you like to visit the biggest museum in the universe? With artifacts and objects from every time period of every world!"

Twilight began to bounce in place, excitement clear in her eyes. "Can we go there? Please? Please, please please, PLEASE?"

The Doctor snapped his fingers and twisted around to began to type commands into the Tardis. "I honestly thought you'd never ask!" he exclaimed, excitement in his voice also.

The Tardis began to emit that strange sound again, which only caused Twilight to become more excited.

When the sound stopped, the Doctor turned around, and smiled happily, "We're here! But before we leave the Tardis, you need to know that you're not allowed to..."

But, before he could finish, Twilight made a break for the doors and pushed them open, leaving the Doctor looking at the spot she had been only a second before.

"Hmmm, a brilliant mind, but the reactions of a child. I don't know if this is good, or bad."

When the Doctor stepped out of the Tardis, he saw that Twilight was already engrossed in a exhibit.

"What is it, Doctor?" Twilight asked, looking at the large grey object in the display case. "Is it a ship? A form of alien technology? It looks amazing, I mean look at the shape and color! This could be anything! I've never seen anything like this, and this is only one part of the museum? I think I may fall in love with this place! But this object! It's just simply..."

"A rock," the Doctor cut in, his arms behind his back and a cheeky smile on his face.

Twilight's joyous ranting came to a sudden stop as she looked at the Doctor with a confused look plastered on her face. "What?"

"It's a rock, a simple, plain rock. Nothing special about it at all. Well, unless you count your reaction to it, then it may be special."

Twilight gave him another hard glare before turning to the rock and narrowing her eyes. "Dumb rock."

"Now that you've seen the opening exhibit, and freaked out over it, I think you'll enjoy this next one. It's a patch of grass, now isn't that exciting?" the Doctor said in a overly excited, high pitched voice.

"You're making fun of me, aren't you?" Twilight ask, looking at him in a unamused way.

"Oh no, I wouldn't make fun of a smart young lady such as yourself," he said in a happy tone as he began to walk down the hall, hands in his pockets. "I mean, how can I make fun of you? You knew what a rock was."

"Now you're just being sarcastic," Twilight grumbled as she followed him, looking left and right at all the exhibits.

After a few uninteresting display cases, they came to one which held a strange object.

Twilight stopped and looked over the object. "Doctor, what's this thing?"

The object in question looked to be a metal sphere, but looked more like the Doctor's head. But it had a more distinct, sinister look to it.

"That," the Doctor started, putting his hand on the glass casing, "Is the head of a Cyberman."

"A what?" Twilight asked curiously.

"A Cyberman. Humans that have had all their emotions stripped away and their brain shoved in a metal body. Heartless creatures, literally."

"Anything else you can tell me?" Twilight asked, taking a interest in this horrible, metal creature.

"Well," the Doctor began, "There's so much to tell. Where to begin? The Cybermen were first created on the planet..."

Suddenly, a man in a navy blue business suit rounded the corner and did a double take at the sight of the Doctor. "Hey! What are you doing in here? You know today's the unveiling of..." he slowly trailed off as his eyes rested on Twilight, who waved nervously when she noticed he was looking at her. "Why did you bring a filthy horse into my museum?"

Twilight began to protest, but the Doctor clamped his hand on her muzzle.

"You must be the director of this museum."

"I am," the man said, still staring at Twilight. "Is that a horn on that horse's head?"

"This?" the Doctor asked, tapping Twilight's horn, causing her to glare at him, "That's just a prop. Glue, works wonders!"

Twilight tried to say something, but the Doctor held her muzzle closed.

The director shook his head and crossed his arms. "No animals allowed in the museum. No exceptions."

"Ah, I see. No animals allowed?" the Doctor pulled out a small notepad and held it out to the director. "Maybe this will change your mind."

The director leaned forward and read over the paper. After a few seconds, he stood back up and quickly bowed, "I'm sorry, sir. I apologize for my outburst."

The Doctor smiled and waved him off, "Aw, it's fine. Happens all the time with me and my pet horse."

Again, Twilight glared at him, but kept her mouth shut.

The director chuckled and waved his hand down the hall. "We'll be unveiling a new exhibit later today. I recommend you checking it out and telling your uncle about it."

"Sounds exciting," the Doctor responded in his cheerful voice.

"Oh, it will be. The artifact is said to be one of the oldest objects in the universe."

"Now," the Doctor began, "I'm interested. When will it be revealed?"

"A little under a hour. It'll be in the religious part of the museum. Here," the director said as he handed the doctor a card with a clip attached to it, "This pass will allow you into the first showing."

"Lovely!" the Doctor exclaimed as he clipped the card to his overcoat.

The director smiled and bowed again, "If you need anything, just ask for me." He then turned around and began to walk back the way he came. "Enjoy your visit, Nathan."

Once he was out of sight, Twilight looked at the Doctor with a confused look on her face. "Why did he call you Nathan? Is that your real name?"

The Doctor smiled down at her, "Oh no, he just thinks that I'm the nephew of one of the richest men in the country."

"Why would he think that?" Twilight asked, her confusion displayed on her face.

"Because I used this," the Doctor said as he held up the notepad, which was blank.

"And how did a blank piece of paper make him think you're Nathan?"

"Because this isn't normal paper. It's Psychic Paper."

Twilight raised an eyebrow, "And what's the difference?"

"This," the Doctor said as he held the paper out to her.

Twilight looked at the paper and cocked her head, "Hi? I don't get it."

The Doctor only smiled and patted her head, avoiding the horn, "Psychic Paper will display what ever the one using it wants it to display. Like how I used it on the director. It has many uses, but I would prefer to show them to you than tell you. More exciting that way!"

"And," Twilight said, her eyes narrowing, "You said I was your pet horse."

The Doctor smiled in a slightly nervous way, "Well of course I did. It was either that or my personal servant. Which would you have preferred?"

"Servant," Twilight said in a angry voice. "I am no pet!"

"Moving on," the Doctor shouted, turning around and strolling away from the angry equine.

Twilight let out a heavy sigh and followed after him. "Why wouldn't you let me talk?"

"Simple. Horses don't talk, and if you would have, you may have freaked him out. I'll tell you right now that isn't something we want."

"I'm not a horse, I'm a pony!" Twilight said in an annoyed voice.

"Same thing," the Doctor said in a high pitched voice. "Also, don't display magic in front of anyone."

"Why not?"

"A few reasons. A few I think you can think of," the Doctor said as they turned a corner and continued down a new hallway.

"I think I may know a few reasons... Ohhh!"

"I still can't grasp that you're a real unicorn that can use actual magic," the Doctor said, still walking with his hands in his pockets. "It's brilliant! And there's a whole world of you little creatures! Plus there's immortals! That's a rare quality for any species to obtain. Well, I know of a few ways for one to become immortal, but I'm not going to talk freely about those. Most creatures who seek immortality spend years searching the stars for unknown planets and ruins. I think it's a curse really, being immortal. Sure, it has its advantages and perks, but it has a huge down side to it. And you've never been this quiet."

The Doctor came to a sudden stop as he looked to his side and noticed that Twilight was no longer there. "Every time I open up."

"Twilight?" he called out, getting a few heads turned in his direction. "Come here girl!" he added, trying to keep up the illusion that she's his pet.

The Doctor back tracked for a bit before he found her. She was standing next to a small display case, looking at the single object within.

"Doctor, what is this? Why would they have a cup in here?" she asked out of curiosity.

"Oh that?" he asked as she tapped the glass. "That's just the Holy Grail, nothing big."

"What's the history behind it?"

The Doctor leaned down and tapped a panel, which caused a small screen to appear in front of Twilight. "There, the complete history of it. Just take ten minutes to read that and we'll be on our..."

"That is interesting," Twilight stated as she nodded her head.

"What? You've already read all that?" the Doctor said, arching one of his eyebrows.

"Yeah, there wasn't that much to read. Just about two thousand words."

The Doctor chuckled, "At least you're a speed reader. That cuts down on the time we have to spend standing around."

"Yep!" Twilight said happily as she trotted to the next display.

"Oh, just wait till we get to the part of the museum with ancient civilizations. You'll love that!"

"I bet I will, Doctor," Twilight said as she walked around a circular object, admiring its design. "Look at this one, Doctor. It's not in a display case, does that mean we can touch it? This object looks so normal, but it has that unique feel to it. Like it was created by an advanced race of creatures. But what is it? What was its purpose before it was brought to this museum? Was it a small home for a small creature? Was it part of a machine? Or was it a..."

"It's a trash can," the Doctor said with a snicker, "Just a regular old trash can that is only there for the visitors to throw their trash in."

Twilight blushed and turned away from it, "I knew that, just seeing if you did..."

"Of course you did," he said, trying to hold in his laughter.

Twilight slowly began to walk away, clearly embarrassed by gawking at a completely normal object again.

"Oh, this day can't get any better," the Doctor said to himself as he followed after her, still trying not to laugh at her actions.

ooo000(^)000ooo

"That was amazing!" Twilight exclaimed as she and the Doctor walked out of the Galaxy room. "I had no idea there were so many planets with life on them!"

"You'd be surprised," the Doctor said as he began to lead them down another hall, "The universe is actually much bigger than what you saw in there."

"Really?" Twilight said with wide eyes.

"Oh yes, so much bigger."

A large smile spread across her face, "And you're going to take me to each one?"

"That's the plan my dear," he said, a happy tone in his voice.

"Yes yes yes yes yes!" Twilight began to chant as she hopped around the Doctor in a happy fashion.

"Woah, calm down there, Twilight. We don't want to cause a scene."

Twilight came to a stop in front of him, "Thank you so much for letting me come with you, Doctor!"

The Doctor grinned, "I thought I had to convince you to actually get you to come with me?"

Twilight shrugged, a happy look still on her face, "So? I'm still happy that you let me come with you!"

The Doctor only nodded happily and kept walking.

"So, where to next?" Twilight asked, looking around for something she may want to examine.

"Well, this is a large building with many levels and hundreds of different rooms on each. And there's everything here from almost every planet and time. The next room we head to could be anything, it could be about..."

"Sir! Nathan, sir!" a man called out as he started walking towards Twilight and the Doctor. "The showing it about to start, and the director told me to come fetch you."

"Ah, very good. Lead the way my good fellow!" the Doctor exclaimed as the man began to lead them to the new exhibit.

The Doctor leaned down to Twilight and whispered, "Guess we're heading to the religious section next. This shall be interesting."

"How so?" Twilight whispered back.

"Oh, you'll see," the Doctor said, a small smile visible on his face.

After a few minutes of walking, and many twist and turns, they came to another large room. This one was roped off to the rest of the museum and held a small crowd of four people who stood in front of a large set of curtains.

The Doctor, upon seeing the curtains, looked at the man who had brought them there. "Tell me, what exactly is the museum revealing today?"

"I don't know," the man responded, "I heard one of the deep space teams went missing trying to find this thing."

"Interesting," the Doctor said to himself as he walked forward, Twilight close at his heels.

When they reached the small crowd of important looking people, the Doctor was instantly greeted by the director.

"I'm glad you could join us, Nathan."

"Well, I couldn't miss the unveiling of a new exhibit, now could I?" the Doctor said in a over the top fancy voice.

"No you couldn't," the director said with a chuckle.

"Back to the showing," the director yelled out to everyone in the room, "Now that everyone is here, we can begin."

He made a motion to someone in the back, who must have hit a switch because the lights dimmed and a large overhead light came on, illuminating the curtains which covered the exhibit.

"Now, you all are probably wondering what we have here," the director said as he gestured to the curtains. "Well, what we have today is a ancient piece of art. Probably one of the oldest we've ever seen. Its origins are unknown, as it is not from our home planet Earth, or any of its colony planets. No, this piece was rescued from an abandoned temple in the outer perimeter of the Galaxy."

"What have they found," the Doctor muttered under his breath, causing Twilight to look at him.

"Ladies and gentlemen, I am proud to present to you," the director pulled out a small device and pressed a button. Behind him, the curtains slowly began to open.

"No," the Doctor said silently as his body tensed up, which caused Twilight to become worried.

"The Angel of Mashily!" the director exclaimed proudly as he waved his hands towards the lone statue.

The statue in question was a winged, humanoid female with her face in her hands, simulating crying.

"Marvelous, isn't it?" the director said with a smile.

"No," the Doctor said suddenly, causing everyone to look at him. "It is not marvelous! Far from it!"

"What are you talking about, Nathan?" the director asked, a look of complete confusion on his face.

"Do you even know what you have here!" the Doctor asked, his usual cheerful voice become full of fury.

"I don't understand what you're going on about. All this is is a old statue that was found on the planet Mashily."

"The human race never ceases to amaze me. You find a odd looking statue of an angel in a temple outside of known space, and what do you do? You pack it up and bring it to one of your colony planets to be put on display! How stupid do you have to be to leave the unknown alone! I still don't know how you all manage to survive, even though you run straight into danger on a regular basis!"

The director gave the Doctor a strange look before looking at the statue. "I don't follow..."

The Doctor walked past the small crowd and stood in front of the director, "You have brought an incredibly dangerous creature into your museum. That statue, the thing you call "The Angel of Mashily", is a Weeping Angel, one of the most dangerous and oldest creatures in the universe!"

"Uh-huh," the director said in an amused tone of voice. "Listen, Nathan. I don't care if your uncle is one of the major benefactors to this museum, I will not have you spewing nonsense about our exhibits!"

"You don't know what you're dealing with!"

"I'm dealing with a statue!" the director yelled as he sized himself up to the Doctor.

The Doctor slowly began to glare, but suddenly, a smile adorned his face. "Alrighty then, sorry about the sudden disagreement. I've been told I'm mad," the Doctor turned about face and began to walk back the way they had come. "Come along, Twilight. We're leaving."

Twilight, still annoyed at not being able to speak, followed after him.

Once they were in the hall, she stopped him and said, "What just happened? One minute you're going on about danger, then you just up and apologize."

"That statue in there is a Weeping Angel, which is no ordinary statue." The Doctor then continued to walk.

"What is a Weeping Angel? You said they're supposed to be the oldest and most dangerous creatures in the universe. But how? They're made of stone."

The Doctor nodded, "That they are, which is why they're indestructible. Listen to me Twilight, because this may save your life one day. If you're confronted by an angel, don't take your eyes off of it. Don't even blink. Don't look away, and definitely don't try to run away with your back to them."

"Why?" Twilight asked.

"If you're looking at them, they're unable to move. Meaning, as long as you have them in your sight, you're safe. Look away, and you're dead. Well not necessarily dead, you'll be sent to the past. But same thing in my book."

"Uh-huh, what else can you tell me?" Twilight asked, wanting to know as much as she could about those stone creatures.

"I'll tell you everything I know when we get back to the Tardis."

Twilight raised an eyebrow and looked up at the Doctor, "We're leaving? Already?"

The Doctor smiled slyly and looked down at her, "Oh, we're not leaving. I've got a plan, for once."

"Which is?"

"Wait till we get to the Tardis," the Doctor said before he started to whistle a familiar tone.

"May be easier to tell me now," Twilight grumbled as she trudged along beside the Doctor.

ooo000(^)000ooo

The last security guard walked down the darkened hallway, shining his light over the exhibits, not really paying attention to anything, seeing as the museum had never had a break in.

As he passed a unfamiliar display, he stopped and shone his light over it.

"When did they add a phone box to this place?" He looked it over for a second before shrugging. "I don't see why anyone would take an interest in something like this, but hey, whatever floats their boat."

He then continued on, holding his PDA in front of himself, typing away at it.

As he turned a corner, the doors on the phone box opened and out stepped the Doctor, a flashlight in his hands.

"What I tell you, Twilight? Someone sees the Tardis and takes no interest in it," he exclaimed as he looked back at his equine friend.

"Well, this is a museum, Doctor. Of course he wouldn't take an interest in it," Twilight stated as she stepped out of the Tardis, a head lamp strapped to her head.

The Doctor shrugged and pulled the doors on the Tardis shut. He then looked at Twilight and held the light under his face, "Spooky huh? Being in a large museum at night, strange objects and shadows all around you."

"Not really," Twilight said as she looked around, the flashlight on her head casting shadows all over the place.

The Doctor pulled the flashlight away from his face and looked around, "You remember the plan?"

"Of course, just follow you and everything will be fine. You'll figure something out once we get back to the angel. Right?"

"You have a excellent memory, that'll come in handy one day," the Doctor commented. "But yes, that's exactly what we're going to do."

"You do this a lot, huh? Making it up as you go I mean."

The Doctor chuckled and began to walk in the direction of the room where the angel is. "All the time."

"Thought so..." Twilight said quietly as she followed behind him. "I guess that means I'm now the brains of the group when it comes to quick planning."

After some time of walking, the pair reached the room which held the angel.

"Now then, I want you to watch the angel, I'll try and figure something out."

Twilight nodded and advance to the spot where the angel was. But, when she reached it, she saw nothing.

"Doctor? Where's the angel?"

"What?" The Doctor ran over to stand next to her and cast his flashlight's beam over the room. "I was afraid of this!"

"Of what?" Twilight asked in a voice full of fear.

"The angel," the Doctor began, "It's active. Meaning everyone in this building is in a terrible amount of danger!"

"What do we do?" Twilight asked in a small voice.

"What do we do?" the Doctor repeated, "We find it of course."

"But how? How do you track a angel?"

"You don't, you let it come to you." The Doctor rubbed his chin and nodded. "Right then, I want you to head back to the Tardis, get inside and stay there. You'll be safe, nothing can get in there without the key."

"But Doctor," Twilight said, concerned, "What about you?"

"Oh me? I'll be fine, just fine. I do things like this on a daily basis. No need to worry yourself with me."

"But," Twilight began, "What if I see it on the way back to the Tardis?"

"You won't, we just came down that way. Meaning, if it was back there, it would have already attacked us or shown itself. It must have went down the other hall, which is where I'm heading."

Twilight thought for a second, trying to decide if she should listen and go back to the Tardis, alone. Or, if she should persuade the Doctor to let her come with him. After a few seconds, she made up her mind and went with the safest course of action.

"No, Doctor. I'm coming with you."

He shook his head, "Oh no you're not. I'm not going to let you get yourself hurt. I've already lost... Nevermind, the answer is no and that's that!"

Twilight, not wanting to make the Doctor any mader, sighed, "Fine, I'll go back to the Tardis. Just hurry up and do this. Okay?"

The Doctor smiled and patted her back, "Oh don't you worry about me. Just worry about yourself." He gave her a light shove in the opposite direction. "Go on now, I'll be back at the Tardis in, hmmm, twenty minute? Thirty minutes tops."

"I'm holding you to that," Twilight said as she turned around and began to trot towards the hall that lead back to the Tardis.

The Doctor chuckled as she walked away and spun on his heels. "For once, someone listens to me. Instead of making me cave in and let them follow me into certain danger."

The Doctor then began to casually stroll into the dark hallway, a smile on his face.

ooo000(^)000ooo

Twilight trotted down the dark hallway, turning head left and right, shining her light on everything.

"Keep it together, Twilight. It's just a dark, creepy hallway full of shadows because of your flashlight, nothing to... What was that? Oh, just a shadow. Just keep it together for a few more minutes," Twilight said to herself, trying to stay calm, "You're almost there. Just another minute or so and you'll be sitting in the Tardis."

She continued on, jumping at every shadow and sound.

Then, just as she was passing a four way in the halls, she heard a sound off to the right. It sounded like stone being drug across a marble floor.

Twilight stopped and looked down the right hallway, "H-hello? Is anyone down there?"

After a few seconds, she received no answer.

She gulped and took a step toward the hallway, but stopped herself. "What am I doing? In all the books I've read, this is the way all the unimportant characters die. By hearing a strange sound and going to it. Well I'm not that stupid."

She turned back on the path she had been heading and continued forward, at a much faster pace now.

Six minutes later, she came to the room which held the Tardis, as soon as she saw it, she broke into a gallop. But before she could reach the Tardis, she came to a complete stop. Her heart skipped a beat before going into overdrive.

"Oh no..."

ooo000(^)000ooo

The Doctor turned another corner, shining his light over the walls and exhibits.

He ran his hand through his hair and sighed heavily. "Now, if I were an angel, where would I be hiding? No, a Weeping Angel wouldn't be hiding, it would be stalking someone. But, if it was, who would it be..."

"Nathan?" someone in the darkness called out, causing the Doctor to jump and shine his light in their direction.

When his light landed on the person, he saw the director, standing by a office door, a suitcase in his hands and keys in the other.

"What are you doing in here? It's after closing time?" the director said as he locked the office door and turned to face the Doctor.

"Listen to me, the angel is active and on the loose. You have to turn the lights back on, now!"

The director shook his head and began to walk away, "Nathan, I don't have time for this. I have an important meeting in the morning and I need to get my rest."

"Fine, where are the light switches?" the Doctor asked, walking after him.

"I'm not going to tell you, Nathan. You're not even supposed to be in here. Be lucky it was me you ran into, one of the guards would have arrested you on sight."

The Doctor picked up his pace and grabbed the director by the collar of the shirt. He then forced him up against the wall and put his face in front of his, using the light to illuminate it.

"I'm not Nathan, I'm the Doctor! And listen to me and listen well! There's a Weeping Angel on the loose, which means everyone in this building is in danger! If you don't want to be the one responsible for the deaths of all the guards in this building, and possible the people outside, you'll help me!"

"Listen to me, Nath-who ever you are. It's just a statue, it can't move or hurt anyone."

The Doctor shook the director hard and glared into his eyes, "That statue is not a regular old statue! It's a creature that has been around since the beginning of the universe!"

The director started to say something, but the look in the Doctor's eyes made him shiver.

"Alright, I'll turn the lights on. But only for twenty minutes. Okay?"

The Doctor gave a sharp nod and let him go. "Good. You go turn the lights on for me and I'll continue my search. And," the Doctor said as he stepped back, "If you see the angel, don't take your eyes off of it. Otherwise, you'll never get to that meeting in the morning."

"Noted," the director said in a unamused voice.

He then picked up his suitcase and began to walk down the hall and towards the maintenance area.

The Doctor sighed again and continued his search.

After ten minutes, he came across nothing. And the lights still weren't on.

"He better not have just left the building."

ooo000(^)000ooo

The director continued to walk down the empty hall, grumbling to himself about the nerve of that man.

"Who does he think he is, coming into my museum and bossing me around. And a dangerous statue? I've never heard of such a thing. Some people need to get a grasp on reality."

He turned a corner and started down another hallway, but something caught his eye.

On one side of the room, next to a window, illuminated by the moon's light, was the angels statue.

Seeing the statue caused the director's temper to raise.

"How dare he! Moving my priceless statue from its proper place! What nerve!"

The director stumped up to the statue and looked it over. Once he finished, a wave of relief washed over him.

"Thank goodness, no chips or damage. He's lucky, one small chip and I would have had him thrown in prison!"

The director turned around and started to walk back to his office, intent on calling the police. But, the second he took one step away from the statue, he felt two hard hands grab his head, one hand on his head, the other under his jaw. Before he could react, they twisted to either side sharply, causing a loud crack to echo in the empty hall.

ooo000(^)000ooo

Twilight stood frozen in place as she looked at the statue of the angel standing right in front of the doors of the Tardis. It wasn't in the same position as before. Instead, its arms were spread out at its sides and it was standing straight up, looking at her.

Twilight gulped and tried to think of what to do. She needed to get in the Tardis, but she couldn't on account of the angel being right there. She couldn't run, since the Doctor said it was definitely faster than her. She could teleport away, but to where? She didn't know what this planet looked like, meaning she couldn't visualize the place she wanted to go. So, she was stuck.

Twilight blinked, which caused the angel to move forward a foot. The sudden change of place caused Twilight to do a double take, which also caused her to blink again. causing it to move closer.

"Stop it, Twilight!" Twilight yelled at herself. "Don't blink, don't look away. Keep your eyes on it at all times. Look away, and you're dead! Blink one eye at a time."

A minute passed, and Twilight was having a hard time keeping her eyes on the single object.

And, to make matters worse, her flashlight on her head began to flicker. And each time it flickered, the angel moved a little bit closer.

Twilight began to panic as she noticed that her flashlight could go out at any moment, leaving her in the dark.

Suddenly, Twilight's mind went into work mode as she began to try and think of a way to escape.

"The angel is about halfway to me from the Tardis, and in another minute, it'll be on top of me. I can try to back my way down the hallway, but my light may not last the whole time." She looked past the angel at the Tardis and smiled, "Twilight, you're a genious!"

She began to side step to the right, keeping her eyes on the angel. She slowly made a circle around the angel, beads of sweat running down her face.

When she reached the Tardis, she used her magic to levitate the key up to the lock and slowly inserted it, keeping her eyes on the angel.

The second she heard the click, she pushed the doors open and ran in. She turned around to close the doors and let out a terrified scream as she came face to face with the angel.

Apparently, in the time it took her to rush into the Tardis and turn around, it had moved across the room and almost made it to Twilight. Its face was no longer the peaceful, natural look it had been. Now it was a horrifying face, full of rage.

Twilight gulped and began to close the doors, but the second they almost closed, they came to a stop. Twilight backed up and looked down, almost letting out a cry of horror when she saw that the angel was barely in the Tardis, keeping the door from closing.

Twilight began to back up, keeping her eyes on the angel. But, just as she reached the top of the ramp, she bumped the railing, causing her to yelp and jump up in the air. When she landed, she was terrified to see that the angel had moved into the Tardis and was halfway up the ramp.

"This... this can't be happening!" Twilight yelled, terror clear in her voice.

Just when Twilight thought it couldn't get any worse, the Tardis let out a slight metallic groan.

Twilight, becoming worried that the Tardis may lose power, began to try and back her way to the lower part of the ship, but when she jumped down the stairs, she saw that it was still following her.

She began to shiver as she continued to back up, bumping into a few things. Then, as if to mock her, she bumped into a corner. Looks like she should have been paying a little more attention to where she was backing up to. Now, she was cornered.

Tears began to form in her eyes, but she quickly blinked them away, which also caused the angel to get closer.

"What am I going to do? I'm stuck in a corner, nowhere to go, and no way to stop this thing!" She let out a small whimper as she continued to stare at the angel. "Think, Twilight, what did the Doctor tell you about them? They can't move when they're seen, they move incredibly fast and can kill you with a touch. Uhh, they starve if they don't feed after a long period of time. They, umm, get locked in place if they look at each other. Gah! What else did he tell me?"

She scanned the room, keeping the angel in her sight, looking for anything to held her in this tight spot.

Suddenly, her eyes rested on a floor mirror, the one the size of the Doctor, that sat in the opposite corner of the room. This gave her a idea.

She used her magic to lift the mirror and brought it over to her. She then placed it in front of herself, making sure it was facing the angel. She gulped loudly and teleported to stand behind the angel.

"Oh Celestia, I hope this works!" She looked away for a second and looked back.

The angel hadn't moved an inch, it was still stuck in its previous position, looking into the mirror.

"It actually work! I actually stopped it!"

"That a girl, Twilight! You found a easy way to stop an angel, by making it look at itself. Brilliant!"

Twilight looked up at the top of the Tardis and smiled. Above her, smiling widely, was the Doctor.

"What now?" Twilight asked, making her way to the stairs that led back up.

"I don't know, what do you think we should do, Mrs. Sparkle?" the Doctor asked, crossing his arms and giving her a lovely smile.

"Well," Twilight began, glancing back down at the angel, "I think we should first tell the director, then we should take it back to where they found it."

"I like that plan, but," the Doctor said, sighing, "I found the director dead five minutes ago. When I found him, I instantly ran back here, and when I heard you scream. Well, lets just say I picked up my pace."

"He's dead?" Twilight asked, shocked at this. "You mean he was still here?"

"Sadly."

"So," Twilight said, wanting to change the subject. "We're just going to take it back to where they found it? Or should we do something else?"

"How about we drop it off on a random metor?" the Doctor suggested with a laugh.

"That'll work too," Twilight said as she stared down at the immobile angel. "Are all your problems this easy to fix?"

"No, but I get lucky sometimes." The Doctor grinned and turned to the controls. "Now, after we drop off the angel, we could head to Florana, like I said we would in the beginning."

"Sounds good to me," Twilight said in a happy tone. "I could category some of the wildlife on the planet."

"You sure could," the Doctor stated as he typed in the coordinates. "And after Florana... we'll figure that out later."

Twilight nudged the Doctor, and looked at him with excitement clear on her face. "Well, Doctor? Hurry up and drop this thing off so I can get to categorizing species!"

"On it!" the Doctor yelled as he pulled the final lever. "Next stop, random piece of rock flying through space!"

Twilight chuckled and clapped her hooves, "Oh, this is going to be so much fun!"


	4. The Time Prison

Chapter four

Twilight sat up in bed and rubbed her face. She then stretched out her legs and yawned.

"Doctor?" Twilight called out, expecting an answer. But when she didn't receive one, she rolled out of bed.

When her hooves hit the floor, it felt off. It didn't feel like the hard metal floors of the Tardis, instead, it felt like wood.

"Doctor, where are we?" Twilight called out again, a hint of panic in her voice.

As Twilight started to call out again, she heard what sounded to be a door opening, followed by a light switch being flipped.

"Twilight? Who are you yelling at?" Spike asked as he walked into the room, a look of concern on his face.

"Spike, how did you get..." Twilight's voice came to a sudden stop as she looked around the room she was in. It was her room, the one in the library back in Ponyville.

"What... but I was with... and we were..." Twilight stuttered, falling back on her flank, a look of disbelief on her face.

Spike walked towards her, confused and concerned at the same time. "Are you alright, Twilight?"

Twilight looked at her small assitant and shagged. "It was a dream, wasn't it?"

"What was?" Spike asked as he stopped in front of her.

Twilight let out a sigh and stood up. "Nothing, Spike," she muttered as she rubbed his head with her hoof. "Is breakfast ready?"

"Of course!" Spike stated proudly as he followed after Twilight, who was heading for the stairs.

"Thanks," Twilight mumbled as she began her descent to the ground floor.

"Are you sure you're alright? You seem kinda down," Spike stated as he gave her a worried look.

"I'm fine, Spike," Twilight reassured as she stepped into the kitchen to find her normal breakfast sitting on the counter. "I mean, why wouldn't I? It was just a dream... a very realistic dream."

"What was it about?" Spike casually asked, starting to do his usual chores in the kitchen.

"Nothing, just one of those strange dreams that feels real," Twilight said as she slowly ate her food.

"You've said that already, but what was it about?"

Twilight sighed and looked up from her food. "Well, it was about me and this... guy, traveling around in time and space. Visiting different worlds and things like that."

"What was his name?" Spike suddenly asked.

"The Doctor," Twilight said as she lifted up her drink to take a sip.

"I see, he goes by the Doctor, huh? Kinda strange." He then turned and began to leave the room, "I just remembered, I have a few other things to do."

"But, Spike, I need..." But, before she could finish her sentence, Spike walked out of the room and continued on to the next room.

Twilight raised an eyebrow before returning to her food. "What's gotten into him?"

She picked up a piece of toast and started to nibble on it while looking out the window.

As she stared out the window, she cocked her head. Because, the scenery outside the window slowly began to fade away, being replaced by static.

Twilight slowly stood up and was about to walk over to the window, but before she could move, the whole window faded away. As in, one second it was showing the beautiful town of Ponyville, then next, nothing at all. Just whiteness.

Suddenly, something leaned into view.

"Ah, there you are, Twilight," the Doctor said with a smile on his face. "Thought I'd never open the right panel."

"Doctor?" Twilight said as she recoiled back in shock.

"Listen, Twilight," he said, his voice becoming serious, "I don't have time to explain, but we're both in danger!"

"We're in danger? How?" Twilight asked in a worried tone.

The Doctor started to say something, but the window started to display static again.

The Doctor quickly reached into his overcoat and pulled out his Sonic Screwdriver. "Take this, Twilight. Use it to find the black door," he said as he tossed it to her.

"Black door? What do you mean?" she said in a panicked tone as she caught the Sonic Screwdriver with her magic.

"You'll know it when you see it!" he said quickly as the static began to grow larger. "Don't trust anyone! Everything you see around you is a lie, we're in a..."

Suddenly, the Doctor was cut off as the window changed back to the view of Ponyville.

"We're in what?" Twilight shouted, stepping towards the window.

"What did you say, Twilight?" she heard Spike ask as he walked back into the kitchen.

Twilight froze up, remembering what the Doctor said. 'Don't trust anyone!'

She turned around, holding the Sonic Screwdriver behind her back. "There you are, Spike. I, uh, I need you to do something for me."

"What do you need, Twi?" he asked in a cheerful voice.

She gulped, "I need y-you to go to the store and pick up a... a uhh... few scrolls?"

He raised an eyebrow at her but nodded and began to back out of the room. "Sure thing, Twi. Anything for you."

Once he left and she heard the front door open and close, she fell to her haunches and let out a heavy breath.

She brought her hooves to her face and rubbed her eyes. After a few seconds, she stopped and levitated the Sonic Screwdriver up in front of herself.

She looked it over and frowned. "How am I supposed to use this to find a black door? And what am I supposed to do when I find it?" She sighed heavily and shook her head. "Why do you always have to complicate things, Doctor?"

After a moment of thinking, she stood up and looked around.

"How is all this fake? It looks real to me." She raised a hoof and tapped on the table next to her. "And it feels real. How can this all be fake? What if the Doctor is the one who isn't real?" She closed her eyes and thought for a second. "If this is real, then how did the Doctor take the place of my window and give me this? If he was fake, then I wouldn't be able to actually feel the screwdriver. So, either everything I see is false, or I'm having a very realistic dream complete with all my senses."

"Then again, the Doctor did say we were in something, but he wasn't able to finish his sentence. So, that means something must have happened. Something that would separate us... but what?" she mused as she magically twirled the Sonic Screwdriver.

She looked at the Sonic Screwdriver and brought it closer to her face. The only thing on it that could be used to operate it was a small slider on the side. She couldn't see anything else upon the device that would be helpful in how the thing worked.

Twilight looked over at the door that lead to the kitchen and grinned slightly. Time for a little experiment!

She trotted over to the door and closed it. She then turned the lock and held the Sonic Screwdriver to the lock. She slowly used her magic to move the slider, which in turn, caused it to emit its normal ringing sound. Suddenly, the lock clicked, signaling that it was now unlocked.

This caused a smile to form on Twilight's face. "So that's how it works. Slide it up partly and it's able to unlock doors. And if you slide it up more..."

A smile appeared on her face as she relocked the door and slide the slider up a little higher. After a second, let the slider go back to its normal position and reached for the lock. But when she tried to turn it, she found she was unable to do so. The lock was now stuck in its position, unable to be turned.

Twilight jumped up and down a few times in excitement, "Turning it higher on a lock can make it impossible to unlock! No wonder the Doctor loves this thing! Oh, I have to get one of those sometime!" She continued to smile happily as she thought about all the things that could be done with this amazing device.

But then, she remembered the situation she was currently in and the smile on her face faded away.

She looked at it and bit her bottom lip. "But how am I supposed to find a black door?" She tapped her hoof against her head a few times. "Think, Twilight, think. What has the Doctor done with this in the past? Ummm, he's unlocked doors, hacked a few computers, uhhh, he's repaired a few things, used it to track technology, and he... Wait, track technology! That must be it!" Her smile then returned to her face as she began to have a breakthrough in her thought process. "There is next to no actual electrical devices in Ponyville. Just a few small machines, but if the Doctor told me to find a door and gave me the screwdriver, then he must know that the door is made of some kind of technology... that sentence could have came out better, but I get the idea! Use the screwdriver to find the door, which means..."

She lifted it up again and nodded, "All I have to do is set it to the right setting."

She then began to slowly slide the slider up again, this time higher.

Suddenly, the light on the top began to glow brighter and the ringing died down a bit.

"Now what?" she asked herself as she pointed the Sonic Screwdriver in different directions.

As she cast it about, the ringing would increase and decrease. It took her a few seconds, but she finally realized that when pointed in the direction that caused it to increase in volume, that meant that was the direction of the technology.

Once she figured it out, she smiled proudly. "And the Doctor said I wasn't smart enough to use the Sonic Screwdriver."

She went to open the door but the knob wouldn't turn. She looked at it with confusion on her face, but then chuckled when she remembered what she had done.

She quickly brought the Sonic Screwdriver up to the lock and unlocked it. She then opened the door and walked into the main part of the library.

She thought about bringing a few things with her, but decided against it when she remembered that the Doctor said everything around her was fake.

So instead of grabbing her saddlebags and filling them with necessary items, she moved to the front door and went out it.

Upon stepping outside, she could instantly tell something was off. The sunlight didn't feel like it usually did. While the sun in equestria would warm her and fill her with a sense of peace, this one just felt plain. As if it were just a light in the sky, and nothing else.

Twilight gulped as she realized she really was in a artificial Equestria. She looked around and saw that all the ponies around her were doing as they normally did, but it all still felt off.

She took a deep breath and raised the Sonic Screwdriver again. After moving the slider, she waved it around until she was able to tell she had the right signal. When she looked up to where she was pointing, she couldn't help but laugh. The place where the black door should be is none other than Sugar Cube Corner.

"I should have saw that one coming," she said to herself, trying to stop her laughing, which wasn't really laughing but uncontrollable giggling.

Once she was able to stop, she began to trot across the open road. She forced herself to hold her smile, seeing as she didn't want to seem out of place.

But none the less, as everyone started to notice she was heading for Sugar Cube Corner, they all turned their head towards her and watched her trot by.

She gulped and said hello to two ponies who were staring at her blankly.

"This is weird..." Twilight thought to herself as she continued to walk towards the building, a smile on her face.

When she reached the door, she walked inside and was greeted by more stares.

She forced herself to stay calm and walked up to the counter. After a second, Mr. Cake walked out of the back and stood at the counter, a slight glare on his face.

Twilight took a small breath and smiled happily. "Hello, Mr. Cake. I-I want to try and make a cake of some kind. But don't have the right stuff... I mean ingredients. And was wondering if I could buy some here?" she said in a slightly shaky voice. She wanted to facehoof at the way her sentence came out, but hopefully he wouldn't call her out on it.

After a second, he smiled, "You want to bake a cake? Well isn't that nice! I'm sure we have everything you need in the back."

She gulped slightly and nodded, "Thank you..."

As he left to get the ingredients, she turned around and noticed that everyone had gone back to what they were doing, as if they'd lost interest in her.

She let out a sigh of relief and turned around and almost screamed in surprise at the face that was in front of hers.

"Hey, Twilight! How you doing?" Pinkie Pie said in her usual tone of voice.

"Great!" Twilight said a little too fast.

Pinkie Pie cocked her head, "Are you alright, Twilight? You seem like you're in a rush or something? Oh, are you doing something top secret?"

Twilight didn't like how Pinkie Pie was acting, sure it was normal for her, but right now, it seemed like she was forcing herself to be happy.

"Uhh, yes! I'm doing something top secret," Twilight said as an idea popped into her head.

"Oh! What is it?"

Twilight looked around to add effect and leaned up to Pinkie Pie. "I'm planning a surprise party for Spike."

Pinkie Pie gasped and smiled happily, "A surprise party? Can I help? Please!"

"Yes!" Twilight said, "I need you to go to the library and get it ready. Can you do that?"

Pinkie Pie nodded and saluted at the same time, "Sure can! I'll turn that library into a super duper awesome party machine!"

"Uh-huh, but you have to be fast! Or we'll run out of time!" Twilight said in a fake excited voice.

Pinkie Pie nodded and instantly sped off and out the doors, leaving Twilight with a smile on her face.

"That removes one problem, now two more..." she thought as she watched Mr. Cake return with a bag.

"Mr. Cake?" she asked.

"Hmmm?"

She nodded her head for the stairs. "Is it alright if I go upstairs and grab something from Pinkie's room?"

"Sure," he said with a smile. "Just stay out of mine and Cup Cake's room, okay?"

"Okay," Twilight said with a smile as she walked towards the stairs.

Once she had climb them, she looked down the hallway. When she saw no one, she pulled out the Sonic Screwdriver and began to wave it around. When it pointed down the hall, she let out a relieved sigh.

"Oh, good. I thought the door would be down stairs." She then walked down the hall, waving the Sonic Screwdriver around until it landed on a plain wall.

She cocked her head in confusion, but soon realized that it was in the room behind the wall. And sure enough, when she looked to the side, she saw a door leading into the room on the other side of the wall.

Upon walking into the room, she could clearly tell that it was the Cake's bedroom. She looked around and saw it. The black door. Or, as it was right now, a closet door.

She smiled happily and ran around the bed to stand in front of the door. She then yanked it open, a triumphant smile on her face. But her smile quickly faded away when she saw what was inside.

Inside the closet was clothes, nothing else.

Twilight's heart sank at this and she leaned into it. "But the Doctor said to find the black door! And this is it!"

She then quickly leaned out and pointed the Sonic Screwdriver at the door. The ringing of the device clearly told her this was the door. But it was just a door, not what she had thought it was.

"What are you doing, Twilight?" A sinister sounding voice said behind her.

Twilight turned around to see Pinkie Pie standing in the doorway, her hair deflated and a angry glare on her face.

"Oh... hey Pinkie Pie, I was..."

But before Twilight could continue, Pinkie Pie stomped her hoof and walked in. "OH! I know what you were doing! You're trying to break out, aren't you?"

"Break out?" Twilight thought to herself.

"No! Pinkie, I wasn't..."

"Quiet! When a prisoner tries to escape, the guards are to execute that prisoner. IMMEDIATELY!" Pinkie Pie suddenly screamed as she galloped forward.

Twilight quickly used her magic to grab Pinkie Pie and throw her out of the room, slamming the door behind her as she flew past it. Twilight then jumped over the bed and put her body against the door, just as Pinkie Pie slammed into it.

Twilight quickly brought the Sonic Screwdriver to the door and locked the it.

She stepped back and watched as the handle turned, but was unable to open the door.

"I definitely need to get one of these..." Twilight said to herself as she ran back to the closet door.

She closed it and looked over it. It looked like any normal door, nothing out of the ordinary.

Twilight pushed the slider up on the Sonic Screwdriver and ran it over the door. Suddenly, after she slide the slider higher, the door began to hum. Like a metallic hissing sound.

Behind her, she could hear more yelling as more ponies joined in on trying to open the door.

Twilight ran the Sonic Screwdriver over the door again, which caused it to start vibrating. It then began to slowly change its shape. After a few seconds, it was no longer a wooden door, instead, it was now a larger metal door.

Twilight started to try and pull open the door, but soon realized it was a sliding door. When she pushed it to the side, she was surprised to see nothing but whiteness. This confused her for a second before she realized the whiteness was actually walls. She ran through the open doorway and turned to close it, but did a double take at the sight of the room she just left.

The room she that she was now seeing was no longer the Cake's bedroom, but instead a small pure white room with another door on the opisite side.

"Wha-What?" Twilight exclaimed in confusion as she looked at the room with wide eyes. "But how?"

"Who are... We have an escaped prisoner on Cell Block H!" Yelled a rough voice off to the right.

When Twilight looked to the right, she saw two creatures in what looked to be navy blue armor running towards her. One of them yelling into what looked to be a communications device.

Acting on instinct, Twilight turned and began to run down the hallway, away from the two creatures.

As she was galloping down the hall, she could hear what sounded like sizzling. She was confused on what it was until a laser like beam flew past her and hit the wall, burning it.

"They're shooting at me?" Twilight said to herself, her eyes wide.

After a few seconds, she came to a turn and upon turning down it, she saw another one running towards her.

She started to panic, but stopped herself and forced herself to focus.

All along the walls were more doors, which means a way to escape. She quickly ran to the closest one and tried to open it, but it wouldn't budge. She looked around and saw that they were getting closer. She quickly used the Sonic Screwdriver to unlock the door and ran it, slamming it shut behind her and relocking it.

But, as she started to turn, she heard someone yell in surprise.

"What the hell just happened?" a man yelled as he looked around, "I was with my wife and now..."

"Sorry!" Twilight exclaimed as she jumped past him and unlocked the door behind him. She ran through it and looked around, now she was in a completely different hallway, this one a dark blue.

Twilight closed the door and quickly galloped down it. She ran through a few more cells, breaking the inhabitants out of their false lives in the process. She continued to do this till she came to a yellow hallway, this one with only a few doors.

As she started to run down the right side, she heard a door behind her open.

"Finally! I thought you would take forever getting here, Twilight!"

Twilight smiled and turned around to see the Doctor standing in an open doorway.

"Doctor!" she yelled as she galloped towards him.

When she reached him, he motioned for her to walk into the room. Upon entering the room, she saw that the Doctor had somehow opened the walls and was messing with the wires and gadgets that were inside.

"Uh, Doctor? What are you doing?"

He smiled and closed the door, "Oh, just trying to figure out how this all works."

"Ah, but where are we?" she asked, curious as to where they were.

"Well, how do I put this?" the Doctor said, rubbing his chin. "Simply put, we're in Time Prison."

"Time Prison?" Twilight asked with raised eyebrows.

"Yes, Time Prison. It's run by a group who believe time is sacred and should not be tampered with. And seeing as both of us have traveled through time, they saw us as criminals."

"But how did they catch us?"

"Ah, good question. How did they?" he said as he bent down to examine the mess of wires. "I don't know how, but somehow they were able to get through the Tardis and teleport us both here."

Twilight nodded but continued with her questioning. "Alright, but what about the fake Ponyville? What was that for?"

The Doctor chuckled at this. "Ah, that's what makes this prison the nicest one in the universe. Instead of putting you in a cell, it lets you live out your life. Well, a fake life, but still better than the alternate."

"So, how did you escape?" she asked curiously.

The Doctor looked up at her, "They made a mistake on where they put me."

"How?"

"They put me on Earth with Rose," he said in a serious voice as he looked back down at the wires.

Twilight nodded before asking, "Doctor, you never told me who Rose was exactly..."

"A friend, that's all you need to know," he said as he stood back up and looked at her. A smile suddenly appeared on his face. "Enough of that. Could you give back my Sonic?"

Twilight smiled and levitated it up to him, "I have to have one of those! They're so useful and great to have around!"

"Coming from the girl who said it was just a worthless tool," he said with a sly grin on his face.

"Oh ha ha, that was before I actually got to use it! Is it possible for me to get one?" she asked in an excited voice.

"Maybe," he said as he put the Sonic Screwdriver back in his overcoat. "But probably not."

"Aww," Twilight said as she lowered her head.

"Now then!" the Doctor said as he turned around and examined the wall. "As far as I can tell, this place isn't as big as you'd think. Sure, it's fairly large, but that's only if you go the direct routes. If you take a few short cuts here and there, you could get from one side of the facility to the other in only twenty minutes. Which is good news for us, seeing as we're now escaped prisoners on a prison planet."

"How are we going to get away though? Where's the Tardis?"

"Oh, I know where the Tardis is," he said happily, "It's in the most guarded part of the facility. The evidence locker, where all the ships and transports are taken."

"Most guarded? Oh, this is going to be a walk in the park..." Twilight muttered in an unhappy tone of voice.

"Oh, you better believe it'll be a walk in the park!" the Doctor exclaimed happily as he pulled out the Sonic Screwdriver. "Shall we make hast, Mrs. Sparkle?"

Twilight facehoofed and looked at the Doctor, "Okay, I can't take it anymore. I'm not a Mrs, Doctor! I'm a Ms! I'm not married!"

The Doctor laughed at this, "Oh come now, Twilight. What sounds better? Ms. Sparkle? Or Mrs. Sparkle? I kinda like Mrs. Sparkle, it just has a better sound to it than Ms. Sparkle. You have to agree that Mrs. Sparkle has a better ring to it than the other, right?"

"I'm Ms. Sparkle, Doctor," Twilight deadpanned.

The Doctor shrugged and held the Sonic Screwdriver to the door, "Moving on, Mrs. Sparkle, are you coming?"

Twilight let out an annoyed sigh and followed after him as he opened the door and stepped into the hallway.

Once they were in the hall, they turned to the right and walked a few yards. After a few seconds, the Doctor stopped at a door and opened it with the Sonic Screwdriver. They then stepped inside, scaring the the current inhabitant.

"Sorry, just passing through," the Doctor said as he and Twilight pasted a scared and confused creature. They went through the next door and continued down the hallway.

"So, how long should it take us to get there?" Twilight asked out of curiosity.

"Oh, fifteen minutes or so," the Doctor stated as they went through another room, this one empty.

"That's a long time..." Twilight mumbled as they walked into another hallway.

"Or we could take the regular route and be there in an hour?"

"Point taken," Twilight said, glaring at the Doctor as they walked.

"Oh come now, Twilight," the Doctor said with a smile as he stopped to open another door. "There's no reason to be mad." He pushed open the door and walked in, followed by Twilight.

"Oh, there may be a few reasons to be..." Twilight began but stopped when she ran into the Doctor, who had stopped for some reason.

"Well, this is an unexpected rescue!" a male voice said in front of the Doctor.

"This isn't a rescue," the Doctor said in a dry tone of voice. "Just a accidental run in."

Twilight looked around the Doctor to see a male human dressed in a black overcoat with brass buttons on each side. The man looked down at Twilight and stepped around the Doctor and extended a hand.

"Well, hello there. My names Jack Harkness," he said with a smile on his face.

"Stop it," the Doctor warned as he turned to face him.

Jack chuckled at the Doctor's actions. "Still the same old Doctor, I see."

"Same goes for you," the Doctor replied.

Jack turned his head back to Twilight, his hand still extended out in front of himself.

Twilight reached out and shook his hand before saying, "Nice to meet you, Mr. Harkness. My name is Twilight Sparkle."

Jack smiled and began to raise her hoof up his face, "And it's nice to meet a beautiful creature such as yourself."

"Jack," the Doctor warned again, causing Jack to stop his good natured gesture and let her hoof go.

"Now come on, Doctor. It was only a kiss on the hand, nothing more."

"Still, it's still you performing it."

Twilight looked between the two, now slightly confused. "So, do you two actually know each other?"

"Of course," Jack stated, "I've run into him on a few occasions. The first time was when he and..."

"How did you get here, Jack?" the Doctor suddenly asked, trying to change the subject.

Jack looked at him and shrugged. "No idea, one minute I'm helping plan out a new edition to a building, and bang, I'm suddenly back in the 51st century."

"Did you suspect anything was wrong?" the Doctor asked.

"Well of course, I knew I had been thrown in Time Prison, I just had no way to actually escape."

The Doctor chuckled, "The great Jack Harkness couldn't figure out a way to get out of a simple illusion prison cell?"

"Oh shut it," Jack said crossing his arms, "I didn't have the little device you have."

The Doctor held up the Sonic Screwdriver and smirked, "Oh, and I remember you making fun of this little device."

Twilight, getting tired of the back and forth talk, cleared her throat, getting their attention. "Shouldn't we be leaving or something?"

"Right!" the Doctor exclaimed as he walked to the door on the opposite side of the room. "Come along, Twilight."

As Twilight walked after the Doctor, Jack smiled and also followed.

"I'm coming to, Doctor."

"Yeah, I expected that," the Doctor said as he opened the door and walked out into the hallway.

ooo000(^)000ooo

"Go!" the Doctor yelled out as he opened the door that lead to the evidence locker, which was a large room.

As Jack and Twilight ran past him and into the room, he stopped Twilight and gave her the Tardis's key. "Twilight, I want you to find the Tardis and get inside it with Jack."

"What about you?" she yelled as she grabbed the key.

"Oh, I'll be fine. Just going to lead our little friends away from here," he said as he started to close the door.

"Don't get yourself killed!" she yelled as she ran off with Jack.

"Oh, don't worry about that," the Doctor said as he closed the door and used his Sonic Screwdriver to lock the door.

He turned around to see the three guards running towards him, weapons raised.

The Doctor turned to the right and ran down the hall. After a moment, laser beams started to fly past him, scorching the walls.

He looked around for a door to escape through, but he was no longer in the cell blocks. He was now in the main part of the facility where the workers were stationed. So no cells to run into.

After running for a few yards, he turned down a corridor just as three beams shot past him. But before he could sprint down the hall, he smelt something burning. He stopped and looked down to see a fairly large hole burned through his overcoat.

"Oh come on! This is my favorite coat! You burnt my favorite coat!"

The only reply he got was another beam flying past his head as the three pursuers turned the corner.

The Doctor quickly spun around and resumed running. Luckily, he came to a lone door with the words "Maintenance Room" written above it.

He quickly ran into the room, thankful it wasn't locked, and slammed it shut, using his Sonic Screwdriver to lock it.

He then turned around and examined the room he was in. As far as he could tell, this room was on of the control rooms that was used to maintain power to most of the building.

Behind him, he could hear the three guards slamming against the door, trying to get in.

The Doctor quickly looked around, looking for a way to escape. But before he could, the door behind him suddenly flew open and the three guards rushed in, their weapons aimed at the Doctor.

The Doctor quickly raised his hands above his head and yelled, "I surrender, I surrender."

"We have one prisoner in custody, we are now preparing to execute," the lead one said into his communications device.

"Whoa whoa, I surrendered!" the Doctor yelled.

"That means nothing, you have escaped, meaning you know how to get past our security. The only other course of action is death," the one on the left stated.

The Doctor lowered his hands, causing them to go on alert. "So, you just kill anyone who escapes, right?"

"That is protocol."

"Then tell me, what are you going to do with the ones we woke up?" the Doctor asked as he walked about the room, keeping them in his sight.

"They will be put back under, they only awoke due to your intervention."

"That's good, very good," the Doctor said cheerfully, causing the guards to look at each other. "Now, why have a prison like this? Instead of cells, you let them live out their lives in a fake world." The Doctor leaned over a machine and smiled, "So why is that?"

"We do not have to answer your questions. Now step away from the controls and stand in the center of the room, or we'll force you to comply."

The Doctor laughed and looked at them, "Well, before I do that. I'm afraid you've made a mistake, two actually."

"And what would that be?" the lead one asked, keeping his weapon trained on the Doctor.

"Well, for starters, I'm in this room that controls the power for this facility. But that's not the biggest mistake you made," the Doctor said as he smiled, "The biggest mistake you've made was letting me talk!"

He suddenly brought up the Sonic Screwdriver and pointed it at the controls. Before the three guards could react, electricity shot out of a exposed slot and hit them, effectively knocking them out.

The Doctor quickly towards the door and stepped over them, "Sorry, I know you were only doing your job, but you were in my way."

He chuckled and quickly ran back the way he had come.

ooo000(^)000ooo

Twilight and Jack walked down the rolls of strange looking ships, looking for the Tardis.

Twilight was memerized by the sight of so many amazing looking ships.

"So, how did you meet the Doctor?" Jack asked from behind Twilight.

"He came to my planet and asked me to come with him," Twilight said as she scanned for the Tardis.

"That's it? He didn't save you or do anything amazing? He just asked?" Jack said, rubbing his chin.

"Yep, he just appeared, thinking something was going to happen. Once he found out that nothing bad was about to happen, he just asked me to join him. I only said yes because he said I could study everything. How was I supposed to pass up a chance to learn something new?"

"Ah, so you're kind of a nerd?" Jack said in a charming voice.

"Yeah," Twilight said blushing, trying to stay on track.

"Kind of a bookworm? Loves to study?" he asked again, the same charming tone in his voice.

"Uh-huh. I always love learning new things."

"Oh really?" Jack asked as he chuckled. "That's interesting."

Twilight started to reply, but stopped when her eyes came to a rest on the Tardis.

"Found it!" she exclaimed happily as she ran over to it.

She pulled out the key and used it to open the door on the Tardis. She then walked in, followed by Jack.

Once inside, she ran over to the stairs and ran down to the part of the ship that she used as a room. She ran over to her desk and picked up her notebook. She then began to quickly write down a few things that she'd learn, which was quite a lot for such a small encounter.

Jack was still on the platform that held the controls to the Tardis. "What are you up to, Twilight?"

"Just taking notes," she replied.

After a few minutes, she finished her note taking and put the notebook down. She then walked back up the stairs and onto the main platform. Once there, she saw Jack examining the controls.

"Ah, I remember my first time in this place. Hasn't changed at all," he said as he looked up and smiled at Twilight.

"So what's your story?" Twilight asked as she walked over to him.

Jack chuckled and leaned back on the railing. "Oh, that's a long story. I use to be a sort of time agent, but after a while became sort of a con man. That's how I met the Doctor and Rose, I was trying to con them into buying a medical ship."

"Who's Rose? The Doctor mentions her, but won't answer any of my questions about her."

"Ah, Rose," Jack mused, "She was a young girl who traveled with the Doctor. And as far as I can tell, they fell in love with each other. I don't know the details, but he lost her when she was sent to an alternate dimension." He then leaned towards her, "If I was you, I wouldn't mention her to him. It's kind of a sore spot for him."

Twilight nodded, "I can tell why. At least I know why he always seems down when he brings her up." Twilight then began to tap her chin, thinking of something.

Jack looked over at Twilight as she stood there deep in thought. A smile on his face.

"You know, I haven't seen a creature as beautiful as you in a long time."

This broke Twilight out of her tranch and caused a blush to form on her face, "Thank you?"

A charming smile broke across Jack's face. "You know, I love the nerdy type, and..."

"Stop it, Jack," came a strict voice from the doors of the Tardis.

"Really, Doctor? You always show up at the worst of times," Jack said with a chuckle as he straightened up.

"That's what I do," the Doctor said as he walked into the Tardis, closing the doors behind himself.

"Doctor!" Twilight exclaimed happily, "Did you lose them?"

"Sure did, just gave them a little shock and came back here. I see you already have the ship ready to go, Jack."

"The least I could do," Jack said as he crossed his arms.

"Where to now?" Twilight asked with a smile on her face.

"Well," the Doctor said as he tapped his chin, "I don't know, we'll just have to figure that out later. For now, I just have to figure out how they were able to capture us, so it doesn't happen again."

"Alright then," Twilight said as she started walking for the stairs, "Just tell me when you're ready to chose a place to go."

"Yeah, just tell us," Jack said as he started to follow Twilight down the stairs.

"Jack," the Doctor said, "I'd like you to stay up here and help me."

Jack stopped and laughed, "Come on, Doctor, just a few minutes so I can ask her..."

"Jack," the Doctor warned.

"Fine," Jack said as he turned back around and walked over to the Doctor. "But you owe me."

The Doctor turned to the controls and smirked, "We'll see, we'll see."

ooo000(^)000ooo

A few hours later, Twilight closed her notebook, happy with what she was able to record in it.

She turned around and looked around the small area that she'd taken up as her own. All that was there was a wardrobe, a small bed, a desk, a floor mirror, and a few odd gadgets the Doctor let her look at. It wasn't like her room back in Equestria, but it was better in a few aspects.

As she started to head for her bed, she heard the Doctor yell down at her from the main platform.

"What?" she replied, looking up at him as he leaned over the railing.

"Remember when you asked about having your own Sonic Screwdriver?"

A smile began to form on her face, "Yes!"

"Well, I'm just reminding you that you probably won't be getting one."

The smile faded at this, replaced by a frown, "Thank you for reminding me, Doctor."

She then jumped onto her bed and started to get under the covers when she heard the Doctor laugh.

"I'm just messing with you. Here," he said as he tossed a box down to her, "I was able to get you one, close to the one I have, but not as advanced. More like a beginner's Sonic Screwdriver, you know, for the kids."

Twilight caught the box with her magic and brought it towards her, a smile plastered on her face.

"Thank you! Thank you so much, Doctor!" she yelled happily, causing the Doctor to smile.

"I was the one who convinced him!" Jack yelled from behind the Doctor.

"No you wasn't," the Doctor replied. "Enjoy it, Twilight. You're the first one I've ever done this for, don't betray my trust."

"I won't, Doctor! I promise!" she exclaimed as she opened the small box.

"I trust you," the Doctor said as he stepped away from the railing.

Once the lid of the box was off, Twilight could see what looked to be a Sonic Screwdriver, but it wasn't the same as the Doctor's. It looked like his, but it was a little bit smaller and didn't look as impressive, but he did say it was for the kids. So that must mean it doesn't have as many features as the Doctor's. But still, she loved it.

Next to the Sonic Screwdriver was a small pouch, which looked to hold it. The pouch looked like it could strap to her midsection, a great way to carry it without having to hold it with her magic all the time.

She was shaking with excitement at owning her very own Sonic Screwdriver, even if it wasn't a full operational one.

"I have a Sonic Screwdriver? I actually have one!" She continued to smile as she tapped on her chin, "Hmmm, I don't think I'm going to call mine a Sonic Screwdriver. But what should I call it?"

After a moment, she shrugged and put the Sonic Screwdriver in the pouch. "I'll just figure that out later."

She placed it on the desk and laid back on the bed, a smile still on her face.

"Thank you again, Doctor!" she yelled out happily.

"Don't mention it!" he yelled back.

Twilight pulled the covers up over her and rolled over so that she could stare at the pouch which held her new prize.

After a few minutes, she was out.

ooo000(^)000ooo

"That was a nice thing you did," Jack said as he stood in front of a mirror, looking himself over.

"Yeah, it was," the Doctor said as he worked on the controls.

Jack smiled slyly and looked at the Doctor, "So, does that mean you like this new companion of yours?"

The Doctor looked up, a serious look on his face. "No, she's just a friend. Nothing else, nothing less."

"I can tell," Jack said with a smirk, "That's why I have a chance with her..."

"No, you don't," the Doctor said sternly, "She's a smart girl, she knows not to bother with someone like you."

"What's that supposed to mean?" Jack asked defensively.

"You know," the Doctor said simply.

Jack chuckled at this, "Yeah, I know what you mean. But still doesn't mean I can't try."

"Good luck with that," the Doctor said with a smirk before returning to his work.

Jack turned back to the mirror and smiled, "Just you wait, Doctor. Just you wait."


	5. Deadly Cargo

Chapter Five

"For the last time, Doctor! I didn't sleep with any of them," Jack exclaimed as the Doctor pushed him and Twilight back onto the Tardis.

"Yeah! I didn't know they had a law against breaking and entering!" Twilight protested as she and Jack were pushed into the Tardis by an annoyed Doctor.

The Doctor shook his head and turned to look out the doors of the Tardis and at the large angry crowd of villagers. "I'm sorry, I'm sorry. My friends tend to get a little adventurous when left alone."

"Get out of here!" one of the angry villagers yelled as they threw a bottle at the Doctor.

The Doctor ducked as it flew past him and into the Tardis. He then quickly stood up and grabbed the edges of the doors. "I see we're not welcome here anymore, so we'll..." He quickly pulled the doors shut as the crowd began to move forward.

The Doctor turned around to face his two companions and glared. He looked at Jack and sighed, "Really, Jack? You couldn't have just listened to me and stayed away from that young couples daughter?"

Jack just shrugged, but reconsidered his answer when the Doctor gave him a hard stare. "I... Fine, I'm sorry, Doctor. But you have to admit, I did look good running from that crowd."

The Doctor rolled his eyes and looked at Twilight. "Come on, Twilight, breaking into someones house? Really?"

Twilight smiled sheepishly, "I had a reason, he said he had a rare book that no one else had. But he wouldn't let me see it, I had to break into his house to see the book!"

"But did you have to stay there and read it till he got back?" the Doctor asked, rubbing his face with both hands.

"Well, I wasn't going to stay, but when I saw the book, I just had to read a little of it. And before I know it, I had read half the book and he had already came back. How was I suppose to know he didn't like others coming into his house unannounced?"

"It's common sense, Twilight!" the Doctor exclaimed as he walked past them and up the ramp. "What am I going to do with you two? This is the fifth planet this week that you two have misbehaved on!"

"Misbehaved?" Jack repeated with raised eyebrows.

The Doctor looked at him and nodded, "Yes! Misbehaved! You two are like children when it comes to following the rules or listening to what I tell you! So yes, you both misbehave! A lot!"

"Sorry," Twilight said in a low voice, kicking her hoof against the metal floor.

The Doctor sighed and began to look over the controls of the Tardis. "It's okay, Twilight. Just learn to listen. That goes for you to, Jack."

Jack chuckled walked up the ramp to lean against the railing.

Twilight smiled and started to walk up the ramp, but was thrown to the ground when the Tardis suddenly started to rock back and forth violently.

"Doctor! What's going on?" Jack yelled as he fell against the controls.

The Doctor grabbed hold of the monitor and tried to work the controls, but was unable to due to the rocking of the Tardis.

"Doctor?" Twilight screamed out as she held onto one of the rails, trying not to slide around.

"Speak to us, Doctor!" Jack yelled, holding onto the lower part of the control panel.

"The Tardis, it's failing!" the Doctor responded as he grabbed hold of a leaver and pulled.

"It's what?" Jack and Twilight both yelled out at the same time.

"It's being forced to temporarily shut down!"

But, before anyone could respond, the Tardis came to a sudden stop. A second later, the lights dimmed and the controls shut off.

"No, no no!" the Doctor yelled as he ran around the control panel, trying to start it up again.

"What happened?" Twilight asked as she slowly stood back up.

The Doctor typed a few commands into the keyboard, but nothing happened. "Someone or something cut the power."

"But how's that possible?" Jack questioned as he rubbed his neck.

"I don't know..." the Doctor answered as he started at the blank screens of the Tardis.

Twilight looked back at the doors. "Where are we?"

"We could be anywhere," the Doctor said glumly as he walked past her and down the ramp. "We could be on a dieing planet, next to an exploding star, or stuck in time. There's no limit to where we could be, but it can't be good.

"What about the Tardis? Is it alright?" Jack asked as he readjusted his jacket and followed after the Doctor, who was now standing in front of the doors.

"It's fine. It's only in hibernation mode, which only last about four hours. Well, if we're lucky."

"If we're lucky? What do you mean?" Twilight questioned as she stepped in between the Doctor and Jack.

The Doctor looked down at her with an worried expression. "A Tardis's hibernation mode can last for over a thousand years." After Twilight gasped, he continued, "But, that's only on rare occasions, the hibernation mode usually only last a couple of hours."

"Well, lets hope for the four hours," Jack said with a smile as he grabbed the handle on the door.

"What are you doing?" the Doctor asked as he stared at Jack.

"I'm opening the door," Jack responded, giving the Doctor a questioning look.

"But, I always open the door when we land in an unknown location."

Jack laughed and opened the door, "Well, it's my turn, Doctor."

The Doctor shook his head and walked out the door, followed by the others.

"Huh, what do you know?" the Doctor muttered as they stepped out of the Tardis and into a storage room of sorts. "Another ship? This kind of thing is beginning to get repetitive."

"What are you talking about, Doctor?" Twilight asked, looking around with wide eyes.

The Doctor shrugged and walked over to a crate. "Oh, this sort of thing usually happens to me."

"I could have guessed that," Jack said as he picked up a small box.

The Doctor started to stroll over to another box, but something caught his eye. A large, grey cylinder shaped container.

"Interesting," the Doctor muttered as he started to approach the container.

But before he could get near it, a bulkhead at the end of the room opened and three humans charged in, all dressed in normal clothes and each held a small handgun in their hand.

"Don't move!" the one in the front, a female, commanded.

"We mean you no harm," the Doctor said in a calm voice as he and the others raised their hands above their heads.

The woman in the front pulled a small device off of her belt and held it to her mouth. "We have the bandits at gunpoint in the main storage unit. What do you want us to do with them?"

"Dispose of them, show them what happens when they try to raid my ship!" a angry voice said through the communications device.

"Dispose of..." the Doctor repeated. His eyes then widened as he realized what that meant. "No no no! We're not bandits, we're just regular old travelers who are having engine problems!"

The woman kept her weapon trained on the Doctor as she looked at Jack and Twilight. "You sure about that? Because your friend over there looks like a bandit."

The Doctor looked over at Jack, who just smiled, and shook his head, "Him? He was just born that way."

"And the horse?" she asked, eyeing Twilight.

"Companion?" the Doctor said as he tried to think of something to say for Twilight.

"If you're not the bandits who are attacking us, who are you?"

"I'm the Doctor," the Doctor replied before nodding his head at the other two, "And those are my friends, Jack and Twilight."

"Hey," Jack said in a charming voice as he winked at the woman.

"Nice to meet you," Twilight said in a unsure voice.

"Then how did you..." the woman started to say, but was interrupted as the ship shook violently.

"Ma'am! They're at it again!" the man to the left of the woman yelled as he tried to stay upright.

"You three!" the woman yelled, pointing at the Doctor and his friends, "Come with us, now!"

The Doctor nodded and motioned for the others to follow as well.

ooo000(^)000ooo

"Who are you?" the man in front of them asked as they stood in the control room of the ship. "How did you get on my ship?"

"Well," the Doctor said as he rubbed his chin, "We're just travelers, nothing to big. We were just flying around when our ship was shut down, which caused us to have to board your ship."

"Ah," the man in front of them said as he bit his bottom lip. "That was probably my fault."

The Doctor looked at him with a raised eyebrow. "Your fault? How so?"

"Well, as you can tell, we're being attacked by another ship, which we presume are bandits after our cargo. We were trying to disable their ship, but the signal we sent out was cut short, as if it just disappeared. Then all of a sudden, we get a warning that we had intruders in the cargo hold."

"So that's what happened," the Doctor said as he nodded. "Makes sense. That signal of yours must have somehow hit my ship instead of the other. But how is that possible?"

"We may have been in the way?" Twilight offered as she thought of what could have happened.

"There's no way we could have been," the Doctor said as he sighed.

"Listen," the man said, "I'm sorry for disabling your ship. After we deal with those bandits, we'll see what we can do to help you."

"Thank you, but we'll be fine in a few hours," the Doctor replied happily.

"What's your name?" Twilight suddenly asked, straying from the current topic.

"Liles, captain of this ship." He then pointed to the woman, the one they first met. "This is Lynda, she's the one in charge of security for this ship."

"How many people are on this ship?" Jack asked.

"Five," Lynda replied, "That's all we need to run this ship, since it practically flies itself."

The Doctor nodded and looked at the monitors. A second later, he looked back at Liles. "What kind of cargo are you carrying? Anything those bandits would find valuable?"

Liles thought for a second before answering. "We're mainly just carrying common goods, but we do have one piece of cargo that they could be after."

"Which is?" Jack asked, waving his hand for affect.

"I don't really know. The company that contracted us only said it was a highly valuable product that needs to be delivered to the Marko Labs as soon as possible."

"Marko Labs? Oh, this can't be good," the Doctor said to himself as he thought for a second.

"What's the Marko Labs, Doctor?" Twilight asked as she looked up at him.

"It's a company that specializes in advanced alien technology, and based at the center of the universe," Jack answered instead of the Doctor.

"Yes, but what could..." the Doctor began, but was stopped when the ship jerked to the side. Seconds later, a loud alarm started to go off.

Lynda instantly turned around and starting looking over the monitors. "Sir! They've breached our hull and are now inside the ship!"

"Damn it!" Liles yelled as he turned and started typing away at the consuls.

"I count three hostiles moving around in the storage unit, and another moving towards the engines!" Lynda yelled as she reached for her gun.

Liles grabbed his communications device and started to yell into it. "Mark! I need you and your brother to go to the engine room. We have hostiles on the ship!"

"On it!" Mark replied a second later.

"You three," Liles said as he pointed at the Doctor and his companions. "You can either help or stay here."

"We'll help," Jack responded as he pulled out his revolver.

"Yeah!" Twilight exclaimed in a tough voice.

"No, you're staying here," the Doctor said in a commanding voice.

Twilight started to reply, but stopped when she saw the look in his eyes. "Fine..."

"Good," Liles said as he grabbed his weapon. "Now come along, we don't want them to do any damage to the ship!"

ooo000(^)000ooo

The three cloaked men moved down the corridor, not even bothering to keep their guard up.

They passed by a few storage rooms, but passed them by as if they were nothing.

After a few more more corridors, they came to a stop next to a bulkhead that lead into one of the storage units. The man in the front pulled out a small device and held it to the door. After a second, the door rolled to the side, allowing them to enter.

Upon entering, the man smiled and pulled back his cloak, revealing a strangely tattooed face.

He looked to his two comrades and gave a simple order. "Protect."

The two men simply turned to face the open bulkhead and raised their weapons.

Meanwhile, the other man walked past all the boxes and other containers until he came to one shaped like a cylinder.

"At last, my lord," he said in a monotone voice. He held up his device and started releasing the internal locks of the container. A smile appeared on his face as he heard his lord on the inside start to awake.

But, before he could fully finish his work, he heard yelling and gunshots behind him. Seconds later, he heard two bodies hit the floor.

"Good job, Lynda!" he heard a man say as they started to walk into the room.

"Whoa whoa! There's another!" another male voice said.

"I got him!" a woman yelled.

"Don't shot him!" a man yelled.

The tattooed man smiled. He recognized that voice from recordings. The voice of the most feared creature in the universe. The Doctor.

The man reached into his cloak and pulled out a small weapon. He then turned around and fired three beams of energy. One of the beams struck the woman in the side while the others went astray.

"Lynda!" the other man yelled as he raised his weapon.

The tattooed man aimed his weapon at him and yelled, "For the Brotherhood of the Da..."

He was suddenly cut off as two bullets slammed into his chest, killing him before he had the chance to hit the floor.

"Aww, Jack!" the Doctor yelled out as Jack lowered his pistol, "You didn't have to kill him!"

Jack sighed and put his revolver back in its holster, "I had to, he was about to shoot Liles."

The Doctor looked at Liles, who was helping Lynda stand up. "You should be moving her."

"I'm fine," Lynda insisted as she allowed Liles to stand her up, "It only grazed my side a little. Nothing a few bandages couldn't fix."

The Doctor nodded and looked at the three men, who now laid dead on the floor of the cargo room.

"Who were they, Doctor?" Jack asked as he knelt down next to one of them.

"I don't know," the Doctor replied, "But they certainly weren't bandits."

"How can you tell?" Liles asked as he held Lynda up.

"Because, didn't you hear what he was yelling before he was shot? The Brotherhood of something, something that starts with Da, but what?"

"Liles?" came a voice over the ship's intercom.

"What?" Liles replied.

"We took care of the bandit, but he was able to mess with the engines. I think you'll need to send down Raft to take a look at it."

"Alright, I'll radio him to get down there."

"Good, we'll just head back to the bridge."

Liles sighed and put his communications device to his mouth and said, "Raft, I need you to get to the engine room and check on the engines."

After a few seconds pause, a reply came through, "Alright, Liles, I'm already close to them, but I'm going to need my PDA. Could you get someone to bring it to me? It's on my consul in the bridge."

"Sure, just get down there fast." Liles looked at the Doctor and asked, "Your friend Twilight is still in the bridge, do you think she could take his PDA to him?"

"I suppose so," the Doctor replied as he continued to look over the tattooed man.

"Good." Liles began to speak into the device again, "Twilight? Are you still in the bridge?"

"Uhhh, yes," she replied, sounding confused.

"Good, I need you to go over to the large desk in the corner of the room and grab the PDA."

After a minute's pause, she replied, "Okay, I think I found it."

"Alright, I need you to take that to the engine room. Just follow the signs and you'll be there in no time."

"Ummm, okay."

Liles put the device back on his belt and sat Lynda down on a box. He then began to help her with her wound.

Meanwhile, the Doctor and Jack stood in front of the cylinder, trying to figure out what they were after.

ooo000(^)000ooo

Twilight walked down the corridor, the PDA held in front of her. She twisted her head from side to side as she looked at each sign, following the directions on each one.

After a few more turns, she came to a sign that stated that the engine room was only a few doors down.

So after a few seconds of reading the signs above the bulkheads, she came to one that read "ENGINES".

She used her magic to open the door and stepped in. Once inside, she was taken back by the mass amount of machinery that stood around the room.

She started to walk towards one, but she heard something move off to her right. She quickly turned in that direction, only to be met by a young looking human male.

"Wow, didn't mean to startle you," he said as he walked forward, "Did you bring me my PDA?"

Twilight nodded and raised it up to him, allowing him to take it from her magical grasp.

He turned it on and typed in a few things before smiling at her, "Thanks, I'm useless without this thing."

"What is it?" Twilight asked as she slowly looked around the room, amazed by the design of the engines.

"This?" he asked as he held it up, "It's a PDA, Personal Data Assistant. I use it to connect to the engines mainframe and to the rest of the ship."

"Interesting," Twilight said with a smile as she looked back at him.

"Sure is." He then turned around and strolled over to one of the consuls and typed in a few commands.

Twilight, curious as to what he was doing, walked over to stand beside him.

Raft pulled out a small wire from his PDA and connected it to the side of the consul. He then began to type a few commands into it, watching as diagrams popped up and displayed data.

"Ah, that's an easy fix," he mumbled as he examined the damages displayed on his PDA.

"What is?" Twilight asked, trying to stand up to see the screen.

Raft, noticing her trying to see, held the PDA down for her and explained, "The only damage is a fried circuit, nothing a replacement couldn't fix."

"A fried circuit? So, who ever did this was just trying to stop the ship? Not destroy it?" she mused as she looked at the diagram of the engines.

"Exactly, they wanted the ship to be stationary. That's a new tactic for bandits," Raft said with a smile as he looked at Twilight, "You're a smart one, huh? What race are you?"

"Uh," Twilight thought for a second before saying, "Equine."

"Interesting," he said as he held out his hand for her, "I'm Raft, a human, which is obvious."

Twilight smiled and shook his hand, "I'm Twilight Sparkle, but please, just call me Twilight, or Ms. Sparkle, but not Mrs. Sparkle, that's getting a bit annoying."

Raft laughed at her introduction and slowly let go of her hoof, "Well, it's nice to met you, Twilight."

Twilight smiled and nodded before asking, "Could you tell me what year it is?"

Raft raised an eyebrow, "Why do you ask? Do you not know?"

Twilight shook her head no as an answer.

He chuckled before answering, "Well, I can't remember the exact data since I don't see it as important to keep up with, but it's the 54th century."

"I had a feeling it was in the fifties," Twilight said as she continued to smile up at Raft.

Raft smiled back and looked back at the screen, "Let's get back to work, shall we? This ship isn't going to repair itself." Then, after a second's pause, he added, "And after we're done here, maybe I could treat you to a nice dinner in the lunch bay?"

Twilight nodded and looked away to hide her blush, "I-I would like that."

Raft grinned and pulled the cord out of the consul and put it back in his PDA. "Come on, let's hurry up and fix that circuit."

Twilight nodded and followed him as he started walking over to one of the engines.

ooo000(^)000ooo

"What is that sound?" the Doctor asked aloud as he held his ear against the cylinder, listening to the metallic clanking that was coming from within.

"What ever it is, those guys really wanted it," Jack said as he stood over the tattooed man's body.

"Yes, but what is inside?" the Doctor said as he leaned back and looked over the smooth container.

"I don't know," Liles answered as he finished bandaging Lynda's wound. "We were never told what was inside, only to deliver it."

"Makes sense, seeing as you can't fully trust the delivery man," the Doctor said as he walked around the cylinder.

"Hey, we're a trusted transport company!" Lynda exclaimed as she slowly stood back up. "It's just a few clients are a little too paranoid about their products."

"Understandable," Jack said as he leaned against one of the larger containers. "Some companies make products that no other company can, which can be bad for business if the other company starts producing the same product."

"But this isn't a product made by some company," the Doctor said as he stopped his examination of the container. "There is a living creature inside there."

Everyone looked at him, surprised at what he had said.

"And judging by amount of security they put on it," he mused as he rubbed his chin, "It's dangerous."

"What could it be then?" Liles asked as he walked over to the Doctor, "If it wasn't made by a company, and is some kind of life form, what is it?"

"I think we're about to find out," the Doctor said in a low voice as a loud click was heard, followed by a hissing sound as the container started to swing open.

"Oh no..." Jack said as he stood up straight, looking into the container with wide eyes.

"No, it can't be," the Doctor said in a shocked voice.

"What is that thing?" Liles said in a voice full of panic as he raised his weapon.

The creature inside the container began to roll out while exclaiming, "Exterminate! Exterminate!"

"Dalek's," the Doctor stated as the single Dalek came to a stop just outside of the container.

"Nobody move," the Doctor instructed as he stood in front of the Dalek.

Behind him, Lynda slowly reached for her gun. But as soon as the Dalek looked at her, she quickly pulled it out of its holster and raised it to aim at the Dalek.

"Exterminate!" it screeched as it shot a beam at her, killing her instantly.

"Lynda!" Liles yelled as he turned to watch his friend fall to the ground.

"Change of plans," the Doctor said as the Dalek looked back at him. "Run!"

ooo000(^)000ooo

Mark and his brother Daniel stood outside the door to the bridge, trying to open it. But it was locked from the inside somehow.

"Damn it!" Daniel exclaimed as he hit the keypad.

"Let me try," Mark said as he pushed Daniel out of the way and started typing in the password. But it remained locked.

He continued to type in the password as the sounds of rapid footsteps were heard coming down the corridor.

A second later, Liles and two other men came around the corner and sprinted towards them.

"Ah, good," Mark said as he stepped away from the keypad, "Liles, the password isn't working."

"What?" Liles yelled as he started typing on the keypad, only to have it show a red light.

"Let me try," the Doctor said as he pulled out his Sonic Screwdriver and held it to the keypad.

"Where's Lynda?" Mark asked as he noticed the absence of the only female on the ship.

"She... she didn't make it," Liles answered as he looked down the empty corridor, the sounds of the Dalek getting closer.

"What? What happened?" Daniel asked in a confused voice. "Did a bandit get her?"

"No, it was something else... something worse." He then sighed and looked at Mark, "Once that door is open, I want you to radio the closest planet, ask for emergency clearance to land."

"On it," Mark replied as he stood in front of the bulkhead, ready to run in once it opens.

After a few seconds, the keypads light turned green, signalling the door was unlocked. The Doctor smiled proudly and hit the button to open it.

As soon as the door rolled to the side, Mark stepped in, but was stopped as he say something standing in the middle of the room.

Before he could say anything, a beam shot out and hit him in the chest, right where the heart was.

"Mark!" Daniel and Liles yelled as everyone looked into the room to see a cloaked man, same as the ones from the cargo unit.

"You didn't have to do that!" the Doctor yelled as he stepped past everyone else and into the room.

"Oh, but I did," the man said as he pulled back his cloak, revealing tattoos all over his head. "For our lord wouldn't like it if we let you land this ship."

"Your lord?" Jack asked as he and the others also stepped into the room.

The man smiled, keeping his weapon trained on them.

"Who are you?" the Doctor demanded as he stepped closer.

"We are the Brotherhood of the Daleks!" the man yelled in a proud voice.

"I should have known," the Doctor said, mentally kicking himself for missing the obvious.

"And now," the man said, looking past them, "My lord shall deal with you."

They all turned around to see the Dalek sitting in the doorway, not moving.

The tattooed man quickly walked around the others and bowed down before the Dalek, not caring about the people behind him. "My lord, I am here to serve you."

The Dalek looked down at him and did nothing for a few moments. "Your presence is unneeded!"

Before the man could respond, the Dalek shot him with a beam, killing him without a seconds hesitation.

The Doctor, now clearly angry, stepped forward, "He was loyal to you! He was on your side! Why did you kill him? You Dalek's are all the same! Stupid!"

"He was useless in his current state," the Dalek stated coldly.

The Doctor shook his head and glared at the monster in front of him, "Where are the rest of you? You Dalek's usually travel together. Or are you really the last of your kind?"

"I'm defective," the Dalek stated, "Imperfect, flawed, useless to the empire."

"Ah, so I finally come across a outcast of the Dalek's? This is a first. Tell me, how are you defective?"

"I have a small amount of emotions left. Making me useless to the empire!" It screeched, clearly angry.

"How do you still have emotions?" the Doctor asked, surprised to find a dalek who still had emotions.

"That is unknown!" It answered.

"Then why did you just kill him!" the Doctor yelled, pointing at the body of the tattooed man.

"Because, I deemed it necessary."

"Emotions, and you still kill without a thought. That's so typical of you Daleks," the Doctor said coldly.

"It is my goal to help the empire! Even if I was thrown out!"

"This is strange," Jack mumbled, staring at the Dalek with interest.

"If you were thrown out, let me help you," the Doctor offered. "I can take you to any planet you want, just stop this senseless killing."

"Your offer is invalid, and declined!" the Dalek screeched as it rolled forward, causing everyone to back up. "You will be exterminated!"

ooo000(^)000ooo

"I think we have some salads, but I'd have to check the freezers," Raft said as he and Twilight walked back to the bridge to pick up to keycard to the Cafeteria.

"If you don't, I think I can eat something else. As long as it's not meat," she replied, a smile on her face.

"Of course," Raft chuckled as they turned the corner leading to the bridge. But upon seeing the open door and the body of Mark laying on the ground, they stopped.

Twilight's eyes widened at the sight of the body, but before she could say anything, she heard something in the room yell something.

Raft pulled out his pistol and ran over to stand beside the open door. Twilight quickly joined him.

Inside, she saw a creature of some kind rolling towards the Doctor and the others. It had just finished yelling something about declining an offer.

"You will be exterminated!" it yelled as it came to a stop.

Twilight gasped, and was about to run in when the Doctor looked past the creature and saw her.

"Wait!" the Doctor yelled out, holding up his hands, "You can't kill us!"

"Explain!" the creature commanded.

The Doctor sighed in relief and waved his hands around the room, "You can't kill us, who will fly this ship? A Dalek sure can't, seeing as this is a human made ship and not a Dalek ship."

"But, Doctor," Liles whispered, "This ship flies itself."

The Doctor hushed him and continued, "You'll need us alive to get anywhere."

"Scans show this ship runs on autopilot! A crew is unnecessary!"

"Eh, it was worth a shot," the Doctor said as he ran a hand through his hair. "But! You still can't kill us!"

"Explain! If this reason is invalid, you will be exterminated!"

"Well," the Doctor began, "If the gravity shields suddenly went down, you'd be floating around uselessly. Like you were being levitated off the ground and thrown into a wall. You wouldn't want that, now would you?" The Doctor then winked at Twilight.

It took her a second, but what the meaning of the Doctor's words finally hit her.

She focused her magic on the Dalek, trying to figure out how to grasp it.

"Scans show the gravity field around this ship is sufficient. Your reason proves to be invalid, you will be..."

Before it could finish, it was lifted off the ground and thrown into one of the clear walls, leaving a dent.

"Run, now!" the Doctor ordered as everyone in the room ran out the door.

The Dalek slowly looked around the room, and rolled over to the control panel.

"What is that thing?" Twilight yelled she followed after the others as they ran down the corridor.

"A Dalek! A creature of pure hatred and bent on destruction!" Jack yelled back, keeping pace with the Doctor.

"Just a normal day problem," the Doctor yelled as they turned another corner.

"Normal?" Liles exclaimed, "This is a normal day problem?"

"Well, every other day it is," the Doctor replied.

They continued down the corridor till they arrived at the living area, which held the crews rooms.

"Through here!" Liles yelled as they ran through the door and into the room that served as the intersection between rooms.

The Doctor turned around and pressed a button to close the bulkhead, he then used his Sonic Screwdriver to lock the it.

While everyone was catching their breath, Daniel asked, "How do we stop that thing?"

"Well, they have a shield around them that will stop almost any kind of damage. And seeing as this is a cargo ship, I see no clear solution," the Doctor answered, looking around the room.

"Damn it!" Liles cursed as he kicked the wall.

"Do you know of anything we can use to stop it?" Twilight asked Raft as he looked at his PDA.

He looked up at her and shook his head, "No. I can't think of anything at the moment."

Liles sighed, but suddenly turned around, a determined look on his face. "Doctor, can you kill a Dalek by electrocuting it?"

"Possibly, but I don't recommend killing it. There's other solutions to this problem."

Liles gave him a strange look, "But, Doctor, that thing has killed..."

Suddenly, the bulkhead slide open and the Dalek rolled in. Without giving any kind of warning, it shot Daniel in the back. As it turned its weapon to the Doctor, Jack stepped in front of him, taking the beam in the chest.

"Jack!" Twilight screamed as she watched him fall to the ground. She turned to the Dalek and gave it a hate filled glare. Her horn flare as she lifted it up and slammed it against the ceiling. She then threw it through one of the doors that lead into a bedroom.

After that, Twilight turned to Jack, tears in her eyes. But when she saw him stand up and rub his chest, she became happy and angry at the same time. "How are you still alive?"

"I can't die," he chuckled before looking at Daniel's body. "Poor guy, shot in the back..."

The Doctor walked over to the room which the Dalek had been thrown into and stepped in.

Upon entering the room, the Doctor saw the Dalek laying on the ground, its casing slightly damaged and some sort of liquid running out of the cracks.

"The almighty Dalek, defeated by a small pony," the Doctor said in a calm voice as he knelt down in front of it, the others just walking into the room.

"A Dalek can not be defeated!" it yelled as it rotates its head around trying to look around the room, but unable to due to it being on its side.

"When will you Dalek's learn to admit defeat?" the Doctor said in a low voice.

"I am not defeated! I still have the codes to the fail safe system!"

"What?" the Doctor asked, confused.

"Oh no," Liles exclaimed as he heard this.

"I have not lost, you are the ones who have lost!" it yelled as it made a clicking sound. Suddenly, the ships alarms started going off, and red lights started flashing.

"What have you done?" the Doctor demanded angrily.

"I triggered the fail safe program! This ship will be destroyed! You see, Dalek's do not lose!"

"But you'll be destroyed too!" the Doctor reasoned, hoping that it would reconsider its actions.

"I'm an acceptable lose to the empire!" it screeched.

"But you're no longer part of the empire! You're an outcast!"

"I am loyal to the empire!" it yelled, not changing its mind.

"Gah!" the Doctor exclaimed, pulling out the Tardis's key. He turned to Twilight and tossed it to her, "Twilight, get everyone to the Tardis, we're leaving!"

She smiled and nodded.

But, before she could turn around, the Dalek yelled, "Dalek's always win!"

It rotated its weapon to aim at Twilight.

The Doctor's eyes widened as he realized what it was about to do. "No!" he yelled as he reached for the Dalek's weapon. But before he could grab it, it fired and a scream was heard behind him.

He gritted his teeth and grabbed hold of the Dalek's long weapon and forced it to point upward.

He then slowly turned around, frightened at what he may see, and gasped in surprise and shock.

Raft stood on his knees in front of Twilight, a blank look on his face. He then slowly fell forward, having taken the beam for Twilight.

Twilight looked at his body in shock, tears in her eyes.

The Doctor turned back to the Dalek and growled, "You Dalek's are nothing but monsters! Killing anything you please!"

"We are the superior race! We decide who lives and who dies!"

"Oh yeah? Well I'm a Time Lord, I'm forced to make that decision all the time! It's a decision no one should be able to make, but I'm forced to!" the Doctor yelled, his anger clear in his voice. "And right now, I'm making that decision again! I hope you enjoy your demise!"

The Doctor held his Sonic Screwdriver to the Dalek and locked its head in place.

He then stood up and turned to the others. Jack and Liles stood over Twilight as she cried, both with sad looks on their faces.

"Let's go, before we all die," the Doctor said in a voice that held no emotion.

"But my ship..." Liles said as he looked up at the Doctor.

"Forget the ship, think of your own life instead," the Doctor said coldly. "Back to the Tardis everyone."

Jack nodded and began to walk out, followed by Liles. However, Twilight stayed where she was.

The Doctor knelt down next to her and looked at her with sad eyes, "Come on, Twilight. We're running out of time."

"He was so nice..." Twilight said after a few seconds of trying to come up with something to say.

"I know what its like, but this isn't the place or time to mourn."

Twilight let out a cry and hugged the Doctor, crying into his shoulder, "That should have been me! Not him!"

"It's okay," the Doctor reassured as he patted her back, "He did what he thought was best. Now please, we have to go."

Twilight leaned back and nodded as she wiped her face.

"That a girl!" the Doctor exclaimed as he stood up and ran out of the room. Followed by Twilight.

ooo000(^)000ooo

"This thing is remarkable!" Liles said in awe as he looked around the inside of the Tardis.

"We'll drop you off on the nearest planet, is that okay?" the Doctor asked as he worked on the controls of the Tardis.

"Sure," Liles said as he looked around in amazement.

Meanwhile, Twilight sat on the floor while Jack stood over her.

"Listen, Twilight," he started in a remorseful voice, "I'm sorry about what happened. I should have jumped in front of you instead, he was just faster than me..."

"It's okay," Twilight answered in a low voice.

"You sure?"

"Yes," she replied as she smiled sadly up at him. "I just don't like seeing others die... especially when they do it for me..."

"What? Something like this has happened before?" he asked with raised eyebrows.

"... No, but I still don't like it."

Jack nodded and walked up the ramp till he was next to the Doctor.

"Is she okay?" the Doctor asked as he typed in a few commands.

"She'll be fine, I think," Jack said, glancing over at Twilight, who was now talking to Liles.

"I think she will be," the Doctor replied as he looked away from the screen and looked at Twilight.

He then sighed and looked back at the consuls, "Poor girl, she's seen so much death today."

"Maybe a little vacation will do her some good," Jack offered.

"Maybe," the Doctor replied. "We'll see after we drop off Liles."

"Sounds like a plan," Jack said as he looked at Twilight again, "Lets just keep an eye on her."

"Don't worry, I can handle what ever she does. Just you stay out of it, I don't need you hitting on her right now."

"Come on, Doctor!" Jack said with a smile, "At least let me try."

"No," the Doctor replied.

"Well you're no fun," Jack said as he crossed his arms.

"That's my job, Jack," the Doctor remarked as he pulled the last leaver.

"Yeah, I've noticed," Jack said as the sounds of the Tardis filled the air. He then added under his breath, "That didn't stop you falling for Rose."

"What?" the Doctor asked, hearing Jack say something.

"Nothing, Doctor," Jack quickly said.

"Uh-huh," the Doctor said suspiciously as he went back to work.

Jack wiped his hand across his face and sighed with relief, glad the Doctor didn't hear him.


End file.
